Freedom Lies In Being Bold
by AccioVoldemortsNose
Summary: Gwen Powers doesn't trust easy. Steve Rogers trusts a little too much. Maybe that's just what they need. PostAvengers. Slight AU. Steve/OC. Rewrite of "Powers."
1. I Hate Everything About You

_A/N: Before you begin, I'd like to clear a few things up. Yes, this is my rewrite of "Powers." I had said I was rewriting it and TA-DA. So I don't waste your time, I've placed my notes to you guys at the end of the chapter._

_Disclaimer: I own nothing you recognize._

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><p><strong>Freedom Lies In Being Bold<strong>

**Chapter One**

**I Hate Everything About You**

"_Freedom lies in being bold." _

_-Robert Frost_

* * *

><p>For the first time in her life, Doctor Gwendolyn Powers was late. She wasn't terribly late, but she was always early and in the ten minutes that she was behind she considered herself late. <em>Horribly<em> late.

Gwen's flight for New York was to leave at one and it was already quarter to. Seeing as this was a flight on a Stark Industries private jet, there shouldn't have been much of a rush, but she was still panicking. Gwen never slept through her alarm, which had been set for eight. In those hours between then and take-off, she would have gotten ready, taken her anxiety meds, and left before her nosy neighbors pestered her about what her job was and why she was moving all of a sudden, but instead she saw through the front window that they were already waiting for her by conspicuously watering the flowerbed in their front yard.

As Gwen hurried to her silver Camaro, which had been a gift, of course, she tried to avoid eye contact with the elderly couple next door.

"Is today the day?" asked Margaret, pointing the hose away from the flowers now, Gwen noticed.

"Yep," Gwen replied. She tried to balance her coffee filled Styrofoam cup in one hand and a suitcase in the other while trying to hold onto the bag slung over her shoulder. "On my way to London."

Moving to London was a cover story that Gwen had made up herself. After spending a year working in Chicago, she figured someone had to figure out she worked for SHIELD at some point. If they were onto her, they would end up in the wrong country looking for her. She just hoped she would be able to lay low in New York so as not to raise any alarms. But then again, she might have just been paranoid.

"You be careful, there," said Margaret's husband, Joe. "Don't trust any strangers."

Gwen threw him a friendly smile as she set down her suitcase and opened the trunk to her car. "Thanks, but I think I'll be fine." She stuck the suitcase and the bag in the trunk and closed the top.

"Why are you moving to London again?" asked Margaret.

Sighing, Gwen gave her the same answer she gave every time the question was asked. "There's a patient there that is in critical condition and I've been recruited to help."

"Can't they just use their own doctors?" asked Joe.

Gwen shrugged as she opened her door and put her coffee in the cup holder. "I guess they just need the extra help." She waved to them. "Bye!"

They waved to her too, but still gave her scrutinizing looks. As Gwen sat down in the driver's seat and started up the engine, she briefly pondered if they were onto her. But as she pulled out of the driveway and saw them whispering to each other, she had no doubt in her mind that Margaret and Joe had just been nosy neighbors. She was relieved to be rid of them for good.

Not only was it not like Gwen to be late, but she never went over the speed limit. But seeing as she had already done one of these things, she might as well do the other. Several cars honked their horns at Gwen as she sped through the city of Chicago in hopes that the jet wasn't going to take off without her.

After taking getting off the highway and eventually taking a turn down a dirt road which had been labeled "DEAD END," she parked the car under the leaves of a supposedly broken tree. She got out after finishing her coffee and went to the back of the car and pulled out her suitcase and bag. She slung the bag over her shoulder once more and gripped the suitcase by the side handle. Leaving the keys inside the car and the doors unlocked, she followed a path of strategically placed rocks that were in the shape of a shield. She wasn't sure how long it was that she walked through the small forest, but she was glad she wore jeans because branches kept getting caught on her pants legs.

At last, the private strip came into view and Gwen gave a sigh of relief when she saw that the jet was still there.

She stumbled out of the woods and as she got closer to the jet, two men standing near it wearing black suits and sunglasses noticed her and hurried over.

"You're late, Doctor Powers," said one of them with short, greying dark hair and a square jaw.

"You don't think I know that, Agent Thorn?" she snapped as he took her suitcase. "What are you even doing here? I thought Tony was picking me up."

"Change of plans. Director Fury wanted trusted agents to transport you, though Stark insisted his jet still be used for your comfort."

Gwen rolled her eyes.

The other man, who had messy black hair and piercing blue eyes, gave a bark of a laugh. "Looks like Powers is crabby today," he mocked. "We'll have to take care of that."

Gwen shot the man a glare. "By what means, Agent Maxwell?"

"Well, Mr. Stark has generously sent you another gift and it is waiting for you on the jet."

"I told him to stop with the Camaro," muttered Gwen irritably under her breath. She already had a pounding headache. She didn't need Tony to make it worse.

In the open, the mid-May air was hot and humid. Gwen's curly blonde hair stuck to her sweaty neck and she found it hard to breathe with the muggy weather. She followed the two men and they led her into the jet. The interior looked almost like some sort of five star hotel lobby, just like every other Stark Industries jet. Each side had a row of chairs with the backs connected to the walls of the jet. On the far end was a little bar in which drinks were held.

Gwen saw that there was a box wrapped in gold paper and a red bow sitting in one of the seats. She approached it and opened it to reveal a new phone. Leave it to Tony to replace the phone that she had accidentally run over with her car. But that was another story which involved grocery bags and frustration.

Agent Thorn took her suitcase and placed it in one of the seats. No other agents were on the plane and the pilot and the co-pilot were already in the cockpit, waiting for everything to be ready for take-off. Gwen glanced at her watch and saw it was five past one. They were late.

Agent Maxwell took a seat next to the suitcase and Agent Thorn took the next one. Gwen sat down in a seat across from them. The seats were big and comfortable and made of light brown leather. There was enough space between her and the agents that she could stretch out her legs without being in contact with them. She pulled her hair over her left shoulder and rested her head back on the seat. Her headache was getting worse by the minute and she hadn't had time to take anything for it.

After reaching into her bag, Gwen pulled out one Excedrin and grabbed a water bottle from the bar. She quickly swallowed the pill and sat back down. Closing her eyes, she felt the plane start moving forward, slow at first and then picking up speed. She felt the wheels of the plane lift off from the ground and yawned when her ears got plugged up from the pressure.

Due to the technology of the jet, they were in the air in half the time it would take a commercial airplane. Gwen kept her eyes closed in hopes she could fall asleep so as not to feel the pounding in her head. It was hard to form coherent thoughts.

The Excedrin wasn't kicking in fast enough for her and no sleep seemed to be coming, so instead she opened her eyes and saw Thorn reading a newspaper and Maxwell staring at her.

"What do you want, Maxwell?" she asked with a groan, shifting in her seat to sit up straighter.

He smiled. "Did you have a bad dream last night?"

Leave it to Maxwell to say something like that. He never directly answered her questions. Actually, his answers were normally questions themselves. Apparently before joining SHIELD, Maxwell had been a psychiatrist in D.C. working with patients with PTSD. Gwen had a hard time believing this though. He used his knowledge to constantly be finding out more information about her in the few weeks they knew each other, and she was very reluctant to share anything. No one needed to know about her past. _No one_.

"Maybe I did, maybe I didn't," answered Gwen after a moment of silence. "Why do you care?"

"I could help you," said Maxwell, shrugging.

"I don't need help."

"You're headaches are getting worse."

"It's none of your business."

"You should see a doctor."

"I don't need to!"

Gwen was getting frustrated. She just wanted to get to New York, get to Stark Tower, and find out what she needed to do from there. She hoped that SHIELD would be providing her with a place to stay for she didn't know how long she could take Tony before storming out of the Tower and finding a hotel.

"Once again," said Thorn as if sensing there was a need for a different subject, "we are sorry about the loss of Agent Coulson. He was a friend to us all."

Gwen bit her lip to stop herself from snapping back, but it wasn't Thorn's fault. Agent Phil Coulson had been one of her best friends, having been the person to first approach her about joining SHIELD.

"Yes, well, he died a hero," answered Gwen quickly. "It's just hard, you know? I thought that by the time I was done in Chicago I would be stationed somewhere near him."

"Is that what your dream was about?" asked Maxwell. He leaned forward and propped his elbows up on his knees, his eyebrows raised.

Gwen shot him a glare. "Why are you so interested in my dream?"

"Ah," he mused. "So you admit you had a dream."

Gwen closed her eyes again.

"It might help to talk about it."

"I. Don't. Want. To," she hissed through clenched teeth.

Gwen opened her eyes again to see Thorn looking back and forth between her and Maxwell with worried eyes. She figured that he remembered the last time an argument between the two of them got out of hand. It had been pretty messy and was hard to cover up from the rest of SHIELD. She hadn't wanted them to know anything more than they needed too.

"Do you feel, oh, I don't know, guilty about Agent Coulson's death?"

Gwen closed her eyes again and attempted to ignore him.

"Is it because you told Fury you were sick so that you didn't have to go to New York when he called you in for your help?"

At this, Gwen snapped her eyes open and looked directly at the smiling Maxwell.

"How do you know about that?" she asked quietly. She barely even noticed Thorn getting up and heading to the bar for a drink, muttering to himself.

"More importantly, why did you tell him you were sick?" asked Maxwell, his smile growing.

"But how do you know?" repeated Gwen. "You're not supposed to know that."

"I know many things, Gwendolyn Powers. But what I don't know is why you stayed in Chicago. You could have helped them the way you are helping them now."

Realizing that Maxwell had been snooping around SHIELD's database, she crossed her arms and sat back. "It's not your business," said Gwen.

"You were in the labs, Powers," continued Maxwell. "I saw the security footage."

"What are you doing watching those?"

"Never mind that. But what were you doing in those labs?"

"None of your business."

Maxwell's smile grew. "Those are SHIELD labs. Seeing as we all work for SHIELD, whatever you were doing is all of our business."

"I'm not telling you."

"Then I won't have any guilt when I tell Fury that you were most certainly not sick when he could have used your help"

Gwen narrowed her eyes. "That's blackmail."

"You think I don't know that?"

"I think you know more than you should."

"I do believe that this is a bad time for this," interrupted Thorn, turning around from the bar. "We don't want another accident."

Gwen realized that her head was still pounding. It was even worse than when she got on the plane.

Maxwell sat back, his smile still stretched across his face. It sickened Gwen to the point that she wanted to smack it right off. She was thankful, though, that Thorn had stepped in. She could keep going with Maxwell just because he made her want to defend herself. Her parents had always told her to ignore bullies when they bothered her, but sometimes ignoring makes things worse.

Gwen sat back as Thorn resumed his seat and went back to his newspaper. Maxwell, however, continued to smile at Gwen until she gave up and took out her new phone so she didn't have to see his face anymore.

The plane landed easily and Gwen got out of her seat. She slung her bag on her shoulder again and allowed Thorn to carry her suitcase once more. She was exhausted and didn't mind the help.

As she went down the steps extending from the cabin, Gwen saw a nice looking car already waiting for her on the landing strip. There was a familiar man standing by it, or really leaning on it casually, and she felt even more irritated.

"What's up, buttercup?" asked Tony Stark as Gwen and Thorn approached.

Tony's dark hair was styled upward and, his sideburns peppered with gray. He was wearing a blue suit and darkened sunglasses, despite the setting sun.

"I told you to stop calling me that," muttered Gwen as Tony opened the trunk and let Thorn place the suitcase inside.

"Thank you, Agent," said Tony. "Though I must say you people really need to come up with better first names."

"That's not his real name," said Gwen as she rubbed her temples.

"And are you sure of that?"

Tony came around the passenger side of the red vehicle and Gwen followed.

"Thank you, Agent Thorn," said Gwen, shaking the man's hand in goodbye. "Are you going back to Chicago?"

He nodded. "I wouldn't want to be anywhere else."

Gwen offered a friendly smile. "Good luck with everything."

"You too, Doctor Powers."

As Agent Thorn walked back toward her, Tony opened the passenger door. "In you go, Gwen," he said.

She frowned. "I told you to stop calling me that, too."

"Haven't you learned I don't listen to you?"

Scowling, Gwen ducked into the car and a new car smell filled her nose. She savored it, but when Tony got into the driver's seat, her irritation returned.

"You better stop being Miss Grumpy before we get there," said Tony as he started up the car and put it in drive. "Pepper's got a big meal planned out."

"A meal you didn't help her with?" asked Gwen.

"Well, she does have JARVIS."

"Typical."

Tony glanced over at Gwen for a moment as the lights of the private strip disappeared behind them.

"I thought SHIELD was giving me a place to stay," Gwen commented.

Tony shrugged as they got onto the highway. "I don't know about any of their plans. My guess is they'll make you stay where you can work with your patients."

Gwen sighed. "Why wouldn't they just send me to the Triskelion? At least I have an actual office there." Aggravated, she let out a deep sigh and stretched her legs out in front of her.

"You seem even crankier today, buttercup," Tony commented, glancing over at her.

Gwen let out a deep breath. "I'm tired."

"Oh please," said Tony rolling his eyes. "If Gwendolyn Powers is tired then I'm a llama."

She suppressed a smile as the lights of New York came into view, the brightest being Stark Tower.

"Did Fury tell you when I'm to be at the pickup tomorrow?" inquired Gwen.

"You'll be there when you'll be there," answered Tony with a wave of his hand.

"But I'm sure Fury has orders-"

"Buttercup, you need to stop worrying. If it makes you feel any better, Banner will be at dinner."

Gwen actually did feel a bit better that Bruce Banner would be there. While everyone else cowered in fear of him and his "anger problems," Gwen took the initiative to become friends with the guy. Although she did not seem him often, they kept in contact through phone calls, texts, and emails.

"As long as he doesn't smash," said Gwen in a small voice.

Tony smiled. "Gwenie's back."

"Don't call me that either."

* * *

><p>"JARVIS!" exclaimed Tony as he and Gwen entered the elevator inside Stark Tower, the latter with her bag over her shoulder and her suitcase in hand. "Take us up to the penthouse."<p>

"Yes, Mr. Stark," replied the cool voice of JARVIS. "It is good to see you again, Doctor Powers."

"Same here, JARVIS," she answered, realizing too late that she could not actually see JARVIS.

The elevator began its ascent and Tony slipped his hands in his pants pockets.

"Wait until you see what Banner and I have been working on," said Tony with a mischievous smirk.

"It can't be any good," said Gwen with a sigh. "I don't trust you two together."

"But you don't really trust us apart either, do you?"

"No, not really."

The elevator finally came to a halt and the silver doors slid open to reveal the penthouse. It had been completely repaired after the near-apocalyptic events that had occurred the month before. The city was not as lucky, for through the penthouse windows Gwen could see scaffolding on the sides of buildings that had been affected by the Chitauri invasion.

Beyond that, Gwen saw that the sun had completely set and there were already some stars in the sky. She wondered how marvelous it was to live in place like this, though, Tony and Pepper spent very little time in the penthouse with them being so busy.

"Gwendolyn!"

Gwen turned to see Pepper hurrying from the kitchen space to where they had stepped out of the elevator, her orange hair flying behind her.

Pepper wrapped Gwen up in a welcoming hug and after a moment moved back.

"The place looks nice," stated Gwen.

"We had some help." Pepper moved back to the kitchen.

"I don't even get a hello?" asked Tony with mock offense.

"You aren't the guest, Tony," Pepper retorted.

"And Gwendolyn's not the only one of those."

Gwen looked at the sound of the voice and found Bruce Banner sitting at the table, glasses perched upon his nose, dark peppered hair a mess of curls. There were papers laying around on the table and Tony moved forward to start cleaning them up, setting his sunglasses down.

"It's nice to see you again, doctor," said Gwen. She moved towards Bruce, who had stood up, and shook his hand. She pulled out the chair next to him and sat down. "Tony says you're working on something."

"They're always working on something," answered Pepper. Her eye roll was audible.

"It was Stark's idea, really," added Bruce as he removed his glasses. "I wouldn't have come up with something so self-centered."

"Nah, I'm not going to take all the credit..." Tony trailed off.

"How about twelve percent?" asked Pepper.

"You're never going to let that go, are you?"

Tony finished cleaning up the papers and moved them onto a counter. The mahogany table was now fully visible and Pepper began placing dishes down.

"Do you need any help with that?" asked Gwen beginning to stand up.

"No, no, no," said Pepper. "If anyone's going to help, it'll be Tony."

The genius man gave an exasperated sigh and helped his girlfriend set the table.

"Would you mind showing me what you're working on?" asked Gwen. She saw Pepper sigh as she added the salt and pepper to table and took her seat across from Gwen.

"I honestly think it's a waste of time," said the CEO.

"It is not," replied Tony. He put his plate down across from Bruce. "I'll show you." Tony went over to the kitchen counter and picked up a small device with a large red button. "Watch," he commanded as he pointed out the windows.

Gwen watched him push the button and turned her attention to the window.

Outside was a spotlight shining into the night sky. But it wasn't just a light. It was a picture of the face of Tony's Iron Man helmet. It was just like the Batman symbol.

"You made some sort of 'superhero symbol?'" asked Gwen with a laugh.

"If anyone is in trouble, they can just push the button," said Tony. "Then I can rush out and save the day."

"He wants to make one for me," said Bruce as Tony turned off the light with another push of the button. "But I don't think I need one."

"No one needs one," said Pepper from the kitchen.

"But how is it going to work?" asked Gwen, brow furrowed. "I mean, are people going to have to run up here to the penthouse to push the button?"

"Nope," answered Tony as he sat down at the table. "Once it's perfected, it will be installed at every traffic light. Then it'll shine out and everything."

Gwen was quiet in thought for a moment. "But what if you can't see it?"

"That's why I said we're 'working' on it. I'm adding some music to it. AC/DC doesn't sound too bad."

Pepper gave another sigh.

"Wait," said Gwen, setting down her fork and leaning back. "You mean to tell me that when people push this button, it will shine a bright light in the sky and play AC/DC? How loud will this music be?"

"Loud enough for New York City to hear," said Tony as if this was nothing.

"Tony, if it's that loud and people can just go up to traffic lights and push it, they'll just do it as a prank and wake the city up."

"That's exactly what I told him," agreed Bruce. "We might as well just make it mandatory that each household has one."

Tony rolled his eyes. "Those are just minor complications."

"Why don't you just use a pager?" suggested Gwen. "Like, these people can push the button, like you want, but instead of the light and the music, a pager goes off so that no one's bothered but you."

"Best idea I've heard all day," said Pepper with a smile.

"Yes," said Tony who seemed annoyed, "but my face doesn't show up in the sky if I do that."

"That's not your real face," argued Gwen. "It's a mask."

"It's not a mask," replied Tony. "It's a helmet."

"Whatever, Tony."

"So," said Pepper to change the subject, "how is the base in Chicago?"

"Not as exciting," Gwen answered. "We generally don't get mythical gods attacking our city."

"Should have asked for a better assignment," said Tony.

"Well, it's not like I want a massive attack like that. Chicago just wasn't right for me. I prefer D. C."

"Can't you ask to be back there?" asked Bruce.

Gwen shrugged. "I told Fury it'd be easier for me to work with my new patients at HQ, but he wants them contained in one place other than the Triskelion for now, apparently. It seems asinine to me." Pepper started bringing the food over and Tony went over to help. "I just didn't like Chicago. My neighbors were nosy, groups of teenagers scared me - it was pretty much hell for me."

"Maybe Chicago didn't like you either," said Tony.

She stuck her tongue out at him. "I'm just glad to be out and doing something different."

"Well we're glad to have you here," said Pepper. She brought over glasses and poured some wine into each one before settling down at the table, Tony following.

"Thanks. I'm glad to be here."

Tony took a sip of his wine. "Aww, look at that. She likes us."

"I didn't say I liked _you_ Tony," Gwen pointed out. "It's just that no one in Chicago understood my headaches. Or really anything. I didn't want to tell them."

"Oh, speaking of your headaches," said Bruce, "we've got a new batch of medication for you. Hopefully it'll last longer than the last one."

"Thanks, Doctor," answered Gwen. "I appreciate it."

After dinner, Bruce left for wherever it was he was staying and Pepper showed Gwen to the guest bedroom. It was a nice sized room with white walls and a white bed. Gwen placed her suitcase on the dresser and Pepper left to do whatever she did with Tony at night. Gwen did not want to know what it was, so she unzipped her suitcase and took out some pajamas to wear for the night.

Once she had changed, Gwen realized that her headache had finally gone away. She joked in her head that the source of it was Agent Maxwell. But it did make her begin to wonder why he wanted to know what she was doing the Chicago SHIELD labs. Of course, she wasn't about to tell someone other than Tony and Bruce that she had actually been working on replicating the medication they made her as she was doing it unauthorized and she knew that if Fury found out about her headaches, he'd require her to go through tests. Which involved needles. Gwen did not like needles.

"JARVIS?" she asked.

"Yes, Doctor Powers?"

"Can you find me a good news channel to watch?"

"Of course."

The television flipped through the channels at a record speed until it landed on a local news show.

"A plane crash occurred only one hour ago which is said to have killed three people," came the voice of an anchorman, "It was a Stark Industries private jet that was leaving New York for Chicago. Those killed are the pilot, Charles Johnson, the co-pilot, Alan Shilling, and the only passenger, identified as James Thorn."

Gwen froze and her heart stopped in her chest. But what about Agent Maxwell? Did he escape? Was he even on the plane?

But this meant Agent Thorn was dead. He was dead. He had been in the highest position in Chicago. Agent Thorn was a good man who did nothing wrong. And now he was dead.

Gwen quickly turned off the television as if it was deadly, took her sleeping pill, and hopped into bed, hoping she wasn't going to have any more dreams like the previous night about a man with a hat that looked like a ram's head.

* * *

><p>Gwen awoke early the next morning. The sun was shining through the open drapes and landed on her body. Groaning from exhaustion, she stretched and eventually swung her legs off the bed.<p>

The first thing Gwen did was she closed the drapes. She could already tell she had a headache and didn't need the light to hurt her head anymore.

Then the events of the previous day came back to her and she remembered that Agent Thorn was dead, leaving his wife widowed and his sixteen year old son fatherless. Feeling down, she slumped into the kitchen where Pepper and Tony were eating breakfast at the table.

"It's such a shame," said Pepper. "James was a good man."

"Why did it have to be my jet though?" asked Tony irritably. He turned and saw Gwen making her way into the kitchen. "Morning."

"Morning," answered Gwen. "So you heard about the plane crash?"

"Heard about it?" scoffed Tony. "It's everywhere. Look."

He slid the newspaper over to Gwen who picked it up.

_JET CRASHES; TONY STARK TO BLAME?_

_Last night a private jet crashed, killing pilot Charles Johnson, 45, co-pilot Alan Shilling, 30, and passenger James Thorn, 49. The cause of the crash is still unknown and is being investigated by the NYPD._

_The plane went down just outside of New York City and landed in an empty field after what police say was done by pilot Johnson in an attempt to steer clear of civilians._

_However, police say they will be investigating their first suspect who is none other than billionaire Tony Stark. Many know Stark as the famous, "Iron Man" and for his past acts of so called heroics. Most recently he teamed up with other "heroes" such as the World War II hero "Captain America" who was frozen for the past seventy years._

_The jet belonged to Stark and therefore has risen a slight panic for anything else of his, including Stark Tower which resides in New York. There is no evidence, however, that Stark was involved with the crash._

"Wait," said Gwen stretching out the word. "Are they actually trying to put the blame on you?"

Tony nodded.

"But that's ridiculous!"

"We know that," said Pepper, taking a sip of coffee. "Why don't you sit down?"

Gwen followed that suggestion and took a piece of toast sitting on a plate.

"I just don't understand," said Gwen, crunching down on the toast. "Why would someone want to frame you for it?"

"Well obviously the guy who made the plane crash is the one who wants me to be blamed," answered Tony. He sounded tired and frustrated.

"D'you think it was someone who wanted Agent Thorn dead?" suggested Gwen.

"Or maybe," wondered Pepper, "it was someone who wanted _you_ dead."

Gwen's mouth hung open in surprise. "Me? Why would someone want _me_ dead?"

"I'm not sure. Maybe someone rigged the plane. If you were on the plane then you would've died and Tony would've been blamed."

"But that's insane!" Gwen threw her arms up in exasperation. "Besides, where was Agent Maxwell?"

"That weird psycho guy?" asked Tony.

"He's a psychiatrist," corrected Pepper.

"Same thing."

"Anyway," continued Gwen. "What about him? Shouldn't he have been on the plane?"

"I'm sure that he decided to stay in New York," said Pepper.

"But doesn't it sound fishy to you?"

"Gwenie," sighed Tony, ignoring a glare sent by Gwen, "you need to stop watching all these spy movies. I'm not a big fan of the guy either, but it just doesn't fit."

"Besides," added Pepper, "you've never liked Agent Maxwell."

"So you think I just want to get him in trouble?" asked Gwen, narrowing her eyes.

"I'm just saying that you already don't like the guy. You're biased."

Gwen sighed and put her face in her hands.

"Cheer up, Buttercup," said Tony, slapping the nearly thirty year old woman on the back. "At least you get to see Fury today."

"Oh because that's the best thing I could ever ask for."

"Got that right." Tony leaned in close. "Did you know he only has one eye?"

Gwen stared at him with an expression that read "Are you kidding me?"

"Besides, he might, uh, have something to talk to you about."

"What?" asked Gwen.

"Well, he sort of, found out about what Banner and I were doing..."

Gwen slowly looked over at Tony. "You mean to tell me that Fury knows about the medication?"

"Uh, sort of. And the headaches. And the accident. I think he's putting the pieces together."

"You told him?"

Tony looked slightly fearful for his life. "No, no, no! Well maybe...I blame Rogers!"

"Tony..." said Pepper. "Give the guy a break. He doesn't even know what half the things in this room are."

"Okay, so maybe Rogers didn't tell. He didn't know actually, but I seriously did not tell Fury. Neither did Banner."

"Then who did?" asked Gwen.

"We don't know."

Gwen sighed.

"Do you have another headache?" asked Pepper

Gwen looked up at her. "Yeah."

"I'm sorry we don't have the medication here. I'm sure Bruce will give it to you if you visit his lab today."

"Well, his temporary lab to tell you the truth," added Tony.

Gwen frowned. "Is he not staying?"

"In New York? Well, I'm not sure. Now that most of the stuff from the Battle of New York has been cleared up, he wants to be on the move again."

"But that's ridiculous. He doesn't need to run anymore."

Tony shrugged and stuffed some of his omelet into his mouth before speaking, making his words sound like mush.

"Swallow, Tony," Pepper ordered.

He rolled his eyes but complied. "I was saying that General Ross hasn't made a move in a while, but that doesn't mean he's stopped looking. If Banner thinks it's for the best then I'm with him. I have an inkling he may be leaving today so it's important you talk to him."

"Noted," Gwen replied.

"Speaking of leaving-" Tony suddenly kept his eyes on his meal, raising red flags in Gwen's head.

"You're leaving soon too, aren't you?" she guessed, setting down her fork.

"Both of us," answered Pepper, looking guilty.

Gwen made a noise of frustration. "Why didn't you tell me this sooner!"

"I have a meeting with Senator Stern later today," said Pepper. "It's been planned for a while. Rhodey called yesterday and says he needs Tony's help back in Malibu."

"It has to do with science," Tony argued. "I can't say no."

Gwen sighed. "What am I supposed to do then?"

Tony was nonchalant. "I'm sure you'll figure something out." He must have caught Gwen's look of indignation for he softened. "Hey, cheer up buttercup. I'll be taking you there and then you'll be around your SHIELD buddies and whatnot."

"Yeah, that'll make my day."

"Don't be such a Debbie Downer."

* * *

><p>At ten, Gwen grabbed her things after dressing in a pale blue blouse and pencil skirt. Pepper had to leave shortly after breakfast to get on a Stark Industries jet to take her to D. C. They had said goodbye before Gwen finished getting ready.<p>

"Oh, fancy," said Tony as she walked out into the penthouse, her heels clicking on the floor.

Gwen fluffed out her curls and set her suitcase down on the counter. "Ball gowns are fancy. This is dress code."

"SHIELD makes you dress like this? Fucking hell, how do you survive?"

Gwen looked up and saw he was wearing a plaid, gray suit. "Is that really up for discussion?"

He looked down at his clothes and then back up at her with an eye roll. "This is different."

"Uh huh." She slipped her shoulder bag over her head and grabbed her suitcase. "So are you dropping me off at the pickup site?"

"Yep. Then I'm off."

Gwen took a deep breath. "Do I look okay?"

Raising his eyebrows, Tony stepped forward and placed his hands on her shoulders, standing nearly at her height. "I have no idea why that matters, but my answer is yes. You always look okay."

"Just okay?"

"Don't push it."

They took the elevator down to the garage, Tony choosing the car he picked her up in.

The designated site for Gwen's pickup via Quinjet was a military base in southern Manhattan. Tony stopped the car at the gated entrance which was watched over by several soldiers holding large machine guns. One walked up to the car and Tony lowered the window.

"ID?" asked the soldier.

Gwen started fishing through her bag for her SHIELD badge while Tony quirked an eyebrow and said, "My name's on your gun."

"Just cooperate for once." Gwen retrieved her badge which stated her name and her security clearance within SHIELD all next to a picture of her. She handed it to the soldier while Tony impatiently tapped the steering wheel.

"Let them through," said the soldier, handing the badge back.

The gate in front of them opened and Tony gave the soldier a small salute before driving through. On both sides of them were green tents and boxes which read "Stark Industries," "Advanced Idea Mechanics," and "Roxxon Corporation."

Tony stopped the car as they came up to the Quinjet, the back opened with the famous Black Widow standing on the ramp, hands clasped in front of her. Dressed in a leather jacket and tight jeans, Natasha still looked like she could kill every person in the base with just dental floss.

"Didn't know they were sending a bodyguard," said Tony as they both got out of the car.

"Hilarious," Natasha retorted. She walked down the ramp and nodded at Gwen. "How are you, Doctor?"

Stifling a sigh, Gwen gripped her suitcase and smiled. "Alright, I suppose. You?"

Natasha dodged the question. "We should get going. Agent Hand wants to talk to you before Fury gets his hands on you."

"Hand?" asked Gwen. "We're going to the Hub?"

"Fury's orders."

Gwen sighed. "Just give me a minute." She turned away from Natasha and embraced Tony in a tight hug. "Say hi to Rhodey for me."

"Will do. Be careful, alright?"

"When am I not careful?"

A whole lifetime passed in Tony's eyes. "Well…"

"Shut up." She let go of him and smiled. "Don't do anything stupid while I'm gone."

"You were gone for a year before and I didn't do anything stupid. I think I can handle myself for…how long will you be there?"

Gwen shrugged. "God knows how long. I'll try to keep in contact, alright?"

This made Tony pause. "Alright."

She wasn't sure how to take his response but didn't have time to say anything about it. With a slight wave, she turned and boarded the Quinjet, the back closing up behind her. She looked over her shoulder to see Tony disappear from sight. Sighing, she took one of the seats and placed her suitcase sideways between her legs. "Why aren't you flying?" she asked Natasha as the spy sat down across from her, elbows on her knees.

"Fury wanted me to question you." Her tone was calm, but Gwen knew her intentions. After spending months with the Black Widow as her special project, she understood the Russian spy like the back of her hand, no matter how cliché that was.

"So he wants you to interrogate me," Gwen replied. "Can we at least be civil first? You cut your hair; I like it."

Natasha raised a hand to touch her blood red hair unconsciously. "Thanks. You look the same as I last saw you. A bit paler though."

Gwen cringed. "That's what happens when you spend most of your time in underground labs. I may hate beaches but I would've sold my soul for just ten minutes of sunshine."

This made Natasha smile and Gwen was pleased. The walls around the assassin had been broken down. This would make the trip to the Hub much easier.

"Clint's excited to see you," said Natasha with a knowing smirk. "It's all he talks about."

Gwen rolled her eyes. "God, what did he do without me for a year?"

"It drove him mad." Natasha's smirk fell. "He's really beat up, Gwendolyn. Sometimes it's hard for even me to get through to him."

Using a fake sense of high spirits, Gwen smiled. "I'm sure I can break through to him. He was my patient, remember? I know him pretty well."

"So do I, but still…he's different now. It worries me."

The fact that Natasha had grown so close to Clint warmed Gwen's heart. She _was_ the one that suggested they work together, after all. "I'm worried too, but there are a lot of people who got brainwashed. There's a reason they called me in to work on this."

Natasha nodded, though seemingly unconvinced. "Are you ready for Fury's questions?"

"As ready as I'll ever be. Why doesn't _he_ just ask me this stuff?"

With a shrug, Natasha began. "What do you know about what happened in New York?"

It seemed like an odd, irrelevant question, but Gwen didn't protest. "Just from what I've seen in SHIELD files open to Level 6 and what's been on the news. Tony and Bruce have told me a lot, too. But it's just their sides of the story. No one remembers everything perfectly, especially Tony."

"Do you feel like your time in Chicago has lessened your ability to work on Project Rehabilitation?"

Gwen balked. "What kind of question is that?"

"One that Fury wants to know the answer to."

Sighing, Gwen found it easier to cooperate. "No, I think my time in Chicago has actually helped me. You know, I sent in all my research to Fury. He knows about all my findings."

Natasha shook her head. "Last I heard, Pierce got ahold of them."

This peaked Gwen's interest. "Alexander Pierce? What does he want with Project Reconstruction?"

"I don't know. Your research has Level 10 clearance. _I_ can't even see it."

"Wait, that means I don't have access to my own research!" Gwen scowled at nothing in particular. "Fucking SHIELD. Anything else Fury wants to know?"

"One more question. Have you ever lied to SHIELD?"

Gwen scoffed and rolled her eyes. "Well that's a loaded question." She stared at Natasha who waited for an answer. "You know, I really don't know how to respond. I work for SHIELD, what does he think?"

Natasha's smile returned. "I'll tell him you're thinking about it."

Leaning her head back, Gwen gave a chuckle. "I like that answer best." She furrowed her brow as her headache came back. "How long is it to the Hub?"

"Just a few more minutes. When we get there I'm escorting you to Agent Hand. Once you've talked with her I'm assuming either Fury will find you or you'll be shown to your quarters."

"As long as it's quiet there I'm good."

Just like Natasha said, it was only a few minutes before the Quinjet started to descend. Gwen craned her neck to look out the front to see that they were in some type of cargo bay. Light around the Quinjet disappeared as the apparent door above them closed. All they were left with was the lights of the facility. The sound of the ramp opening was a cue for Gwen to grab her suitcase and get going.

"After you, Doctor," said Natasha, standing with her hands clasped in front of her.

Gwen glanced at her before climbing down the ramp, her heels clicking even louder when she began walking on the Hub's floor. SHIELD workers were bustling about, the engineers already swarming the Quinjet like bees around a flower.

"This way," said Natasha, coming out of the Quinjet.

Gwen was led by the spy through the halls of the Hub, SHIELD doctors, scientists, and agents all moving around and going about their duties. She briefly wondered if FitzSimmons were there. It had been awhile since she heard from the two.

Through a motion detecting glass door was the Hub's main control room where Agent Hand stood, looking over the monitors.

"Agent Hand," said Natasha. Hand turned around and Gwen was pleased to finally put a face to the name. Behind rectangular glasses, Hand's eyes seemed infinite and combined with two streaks of pink in her hair, she seemed much less of a SHIELD agent than Gwen would expect.

"Thank you, Agent Romanoff," said Hand, giving Natasha a friendly smile. "You're relieved now."

Natasha nodded respectfully and glanced at Gwen before leaving the room. Gwen suddenly felt small.

"Doctor Powers," said Hand, putting out her hand. God that sounded weird. "I'm Agent Hand."

Gwen accepted the handshake. "I know – I mean I've heard plenty about you. All good things of course." She scolded herself inwardly. "It's nice to finally meet you."

"I can say the same. Have you been briefed on what Project Rehabilitation entails?"

Gwen nodded. "I spoke with Fury about it before I took on the job. He said I'm heading it, yes?"

"You're correct. All SHIELD psychiatrists have been called in and are ready for your orders."

That amount of power made Gwen uncomfortable. "I'm sure it'll take some time to figure out what to do with each person."

Hand nodded. "I have complete faith in you, Doctor Powers. I read all of your research prior to your arrival."

That knowledge made Gwen want to run and hide. "Some of it's a bit mundane."

Frowning, Hand shook her head. "Quite the contrary, in my opinion. I found your research on brainwashing and memory retrieval to be very impressive. Project Reconstruction must have been an amazing experience for you."

Gwen simply agreed. "It really was."

Hand smiled. "Anyway, it's an honor to have you with us at the Hub, Doctor. I know Director Fury wishes to speak with you before he leaves, but I believe he's in a meeting right now. Perhaps someone could show you to your quarters." She looked over Gwen's shoulder and spotted someone nearby. "Agent Ward! Can you show Doctor Powers where she'll be staying?"

Gwen turned to see a tall, young man with dark hair standing nearby. He nodded. "Yes, ma'am."

"Thank you, Ward." Hand turned back to Gwen. "If you need anything during your time here, just contact me. I'll do whatever you need me to."

The fact that a superior officer was willing to follow Gwen's order unnerved her. She prayed she wouldn't have to be at the Hub for long.

"Right this way, Doctor Powers," said Ward, moving to leave the room. Gwen quickly followed him.

"I'm Gwendolyn Powers," she introduced, shifting her luggage from one hand to the other.

"I figured as much," Ward replied. "I'm Grant Ward. I've heard a lot about you."

Gwen felt her face heat up. "I didn't know I was so popular."

Ward laughed. It was a nice sound. "You're SHIELD's top neuropsychologist – of course you're popular."

This did nothing to comfort her.

Ward led Gwen through the halls until they reached the barracks. Essentially it was a long hallway with many doors on either side. Each door had a retinal scan at the general line of sight. Ward stopped at one of the first doors on the right, knocking on the door with one knuckle.

"This is it, number nine." He nodded toward the retinal scan. "Go on, take a look inside."

Gwen walked up to the scan and had to reach up a bit higher in order to have it read her eye. Once the light flashed over her face, a smooth female voice said, "Welcome Doctor Powers." The door clicked as it unlocked and Gwen pushed it open.

The inside was nothing like she had ever stayed in before.

It was small, of course, but it was the biggest space that SHIELD had ever provided her with inside one of their bases. The living room was carpeted with a dark magenta and a lighter magenta couch sat facing a flat screen. Behind the couch was a small office area with a desk and SHIELD standard computer. Beyond that Gwen could see a bedroom and most likely a bathroom.

"Wow," was all she had to say.

"It's sweet, I know," said Ward. She turned and saw him leaning against the frame of the door. "One of the best rooms all for you."

Gwen shook her head in disbelief. "Something's going to go horribly wrong. I can never be this lucky."

Ward shrugged. "Who knows, maybe this is your lucky day." There was a hint of a smirk on his lips. "I have to head back. If Fury's done with his meeting then you can find him in his office down the hall from chem labs."

"Thank you, Agent Ward."

"Don't mention it, Doctor Powers."

With that he left, Gwen feeling both delighted and suspicious. But then again she was almost always suspicious when it came to SHIELD.

After putting her bag and suitcase down on the couch, Gwen left her room and tried to remember the way to the chem labs, heart pounding faster with each step. If Fury wanted to talk to her, it was clearly about her headaches and the accident considering what Tony had admitted that morning. Fury was going to be _pissed_, which was why Gwen was so confused about her room assignment.

She managed to find his office, a small room not unlike an office for a police captain, and saw that all the blinds on the windows were drawn. His meeting was obviously still going, but Gwen wanted to get her lecture over with, damn whoever else was in there. Hopefully he wasn't talking with Pierce or the Council.

Gwen politely knocked on the door, trying to build up the courage to just walk inside. It didn't come, so when she heard Fury's distinct voice say, "Come in," she was grateful. She opened the door and saw Fury standing behind his desk, hands on his hips, pushing aside his trademark coat. On the other side of the desk, sitting down in a chair, was not someone Gwen had expected to see.

"It's good you got here when you did," said Fury, walking toward Gwen. "Welcome to the Hub, Doctor Powers."

Gwen glanced from him to the blond man looking between the two. "Thank you, Director. Is this a bad time?"

"Not at all." He was too cheery. _Shit_. "Doctor, I'd like to introduce you to someone." As if on cue, the man stood up from his seat. "Powers, this is Captain Steve Rogers. Rogers, this is Doctor Gwendolyn Powers, our top clinical neuropsychologist."

Captain America put out his hand, seriousness written all over his face. Gwen wouldn't have been surprised if she heard an eagle screeching faintly in the distance. "It's a pleasure to meet you, ma'am," said Rogers.

Gwen grasped his hand with hers, expecting his grip to be rough but it was surprisingly gentle. "It's an honor to meet you, Captain. It's not every day you get to meet a World War II hero like yourself."

Rogers smiled, but it didn't reach his eyes, which were looking down at the floor. Was he suddenly bashful? "Thank you, ma'am. I've heard plenty of good things about you."

Fury cleared his throat. "Anyway, the Captain and I were just finishing up. If you don't mind-"

Rogers got the message. "Right. Thank you for your time, sir." He looked to Gwen. God, he was muscular. He was like a fucking action figure. "Ma'am."

Gwen nodded in respect as he left the room and closed the door behind him. "Sir, is there a reason Captain America is at the Hub?"

Fury returned to his side of the desk and sat down. "Is there a reason why you were keeping secrets from SHIELD?"

"Did Agent Romanoff give you my answers?"

"Yes, she did." Fury shook his head. "Doctor, what the hell do you think you're doing?"

Gwen frowned. "My job, sir?"

Fury leaned forward, his elbows placed on the desk. "Does your job entail covering up accidents that happen in SHIELD locations? Accidents that I would very much like to know about?"

"With all due respect sir, I knew how you were react if you found out." Gwen's heart was racing fast. How the hell had he found out about the accident in Chicago? Agent Thorn had done an incredible job with covering it all up. Her heart sank. What if the real reason Tony's plane went down was because of SHIELD finding out?

"That's a bad excuse, Doctor Powers, and you know it." He looked over her shoulder and toward the door, raising his voice. "Bring in the file!"

The door opened and Gwen looked behind her, feeling her pulse rise even more as Maxwell walked inside looking as smug as ever. He carried a manila folder and placed it on Fury's desk in front of him.

"Thank you, Agent Maxwell," said Fury. He opened up the file and raised his eyes to meet Gwen's. This is more than just the accident. You've had Doctor Banner steal from SHIELD laboratories and you were _not_ sick on the day the Battle of New York took place." He pushed the file toward Gwen. She looked down at it and saw that it contained reports all written by Maxwell as well as photographic proof that she had been in the labs when Fury called her for assistance, the timestamp giving it away.

Gwen knew there was no way out of this one. Maxwell had clearly been sent to Chicago just to monitor her; the realization made her nauseous. "Why was I being watched in the first place?" she asked, her finger on one of the pictures. "This dates back to before the accident, before I had Doctor Banner help me."

"Everyone involved in SHIELD is monitored," Fury replied.

Gwen shook her head. "But not like this." She looked up at him. "I want to know why my privacy was being invaded before you found a justifiable reason for it."

Maxwell spoke up. "Project Reconstruction was a test."

Looking back and forth between Maxwell and Fury, Gwen frowned. "What?"

"He's right, Doctor," said Fury. "Project Reconstruction, as you know, grouped together SHIELD's brightest neuropsychologists and neuroscientists. The goal was to reconstruct a brain that had been dismantled through brainwashing. You were the only one to find the key to fully reconstructing that brain."

The pieces began to fit together. "Which is why I was called here to work with the people that were brainwashed by Loki." She sat back in her seat. "What about the others in Chicago?"

"The program hasn't been completely shut down. You were pulled out early to start on Project Rehabilitation. The rest are still being monitored and tested."

Gwen shook her head and laughed humorlessly. "This is sick, you know that? Even for SHIELD."

"Because it's not like you've ever lied to anyone before." Fury's one eye shot daggers at Gwen as he tilted his head knowingly. Gwen realized he was right – she had been lying too. But an eye for an eye and a tooth for a tooth really wasn't her style. But since it was Fury, she kept her mouth shut. "You can go, Agent Maxwell," said Fury.

Gwen kept her eyes fixed on Fury to avoid seeing Maxwell's smirk. Once he was gone, she spoke. "How come he didn't go back to Chicago?"

"Because I asked for him to stay here."

"The plane crashed, did you see that?" Fury looked at her curiously, as if he hadn't heard about the plane crash. Perhaps he really hadn't. "The plane that brought me here was taking Agent Thorn back to Chicago and it crashed. They're blaming Tony because it was his jet." She narrowed her eyes. "Was Maxwell supposed to be on that plane?"

Fury hesitated, but nodded. "I asked for him to stay last minute."

"Why?"

"Classified, but you'll find out soon."

Gwen sighed. "Of course. This whole thing smells really fishy."

"As long as you lie to SHIELD, _nothing _is going to smell fishy to you, understand?" Despite her mind screaming no, Gwen nodded. "Good. Agent Maxwell is not your concern right now. You're lucky I'm not having a bracelet put on you." That was true. Gwen dreaded the idea of having that awful thing. "The reason I wanted to talk with you is not just about your lying and Project Rehabilitation. I have another assignment for you."

"Director, I'm already having to work with every agent, scientist, etcetera that was brainwashed and in case you haven't noticed, that's _a lot_ of people."

Fury sighed, exasperated. "I know. But I have faith that you can take on one more person." He paused. "There's a reason Captain Rogers is here at the Hub and not in his apartment in New York."

"Because you kidnapped him?"

"Because he's your new pet project."

Gwen cocked her head to the side in interest. "Like with Natasha?"

Fury nodded. "Just like with Natasha."

Although Gwen had enjoyed getting to know Natasha and helping her turn from the KGB to SHIELD, working with Captain America was a completely different circumstance. "Sir, I don't know if there's a need for me to work on him. I minored in World History, remember? I had to write a paper on him once. I don't think I need to understand his mind like I had to with Natasha."

Fury stood and placed his hands on his hips again before he started to slowly pace the length of the room. "Captain Rogers is an overall good American guy. But the thing is, he doesn't always like to follow orders."

"I know. I studied his history. His whole existence is based off the fact he doesn't do what he's told."

"Exactly." Fury came to a stop. "That's why I want you to study him."

Gwen shook her head in disbelief. "He's not some experiment, sir. He's a person."

"But he's a person that may need to be controlled."

"This is _ridiculous_! I've got enough on my plate right now, Director. Can't someone else 'study' him?"

Fury raised his eyebrows. "I thought you would've jumped at this opportunity, Doctor. Who else gets the chance to study the mind of a seventy year old super soldier? The very man you grew up hearing stories about." He placed his hands on his desk and leaned forward. "I'm not asking you to do the same thing with Rogers as you did with Agent Romanoff. She was a special case. Rogers isn't an immediate danger, but I want to know that we can control him if we have to."

Gwen still wasn't fully convinced. "This just sounds wrong. It's like you want me to be Delilah and him to be Samson. In the end of that story everyone died."

"Then just treat him like another patient. Get to know him. Gain his trust." Fury released his grip on the desk. "The reason he was in here talking to me isn't just because he's stuck here while you work with him – it's because he wants to join SHIELD. But one day he's not gonna trust us."

"That's not really surprising."

Fury rolled his eye. "All I want is for you to take him on in addition to the others. Do you think you can do that?"

Gwen hesitated. "Okay. But if I don't think he and I need to continue, I'm clearing him."

"Fine." He sat down. "But Rogers can't know the real reason you're working with him. I told him it's because you're helping him adjust to the twenty-first century."

"A trademark SHIELD half-truth."

This got a smirk out of Fury. "Exactly. Your office is down the hall; you'll know it when you see it. There's someone down there waiting for you. I suggest you get to work."

Gwen let out a deep breath and stood. "Thank you, sir."

Fury nodded. "You're dismissed."

She took this to heart and quickly pivoted on her heel, leaving the room behind her. Down the hall she went, seeing a sliding glass door at the end with words written in black paint "Doctor Gwendolyn Powers, M.D." As she approached the doors, they slid open smoothly to reveal a small waiting area with a leather couch and matching chair. To the right was a small, calming fountain. Besides that was a receptionist's desk with the receptionist behind hit. Gwen felt her heart jump as she saw who it was.

"Angie!" Gwen exclaimed.

The receptionist looked up and recognized Gwen, squealing, and then immediately jumping out of her seat to embrace Gwen in a bone crushing hug. "Oh my _God_, I can't believe it's you!"

Angie Chapman was a dark skinned young woman who Gwen got SHIELD to hire as her assistant once Gwen's yearlong internship was over. She had met the woman at the Smithsonian, learning that she was there on a trip by herself, only to eventually find out that Angie had run away from her home in London due to her parents being agents for MI6. She was charismatic and had the most incredible photographic memory Gwen had ever seen, so Angie was clearly the only choice for an assistant.

"I'm so happy to be working with you again," said Angie, the two letting go of each other. "Did you want to get started on Project Rehabilitation?" She moved back toward her desk. "I've got the roster here with all the names of the people you need to work with."

Gwen nodded. "Great! Just, uh, contact every one of them and set up appointments. Same time frame as when we were back in D.C. Is Steve Rogers on that list?"

Angie scanned the tablet she held in her hand, scrolling down by using the touch screen. "He doesn't appear to be. Do you want him added?"

"Yes, please. That would be great."

Angie looked up. "Do you have a plan on how to go about this project?"

Thinking for a second, Gwen nodded. "I want to meet with everyone first and then I want brain scans if they haven't been done already. Oh, and I want all previous scans and medical documents sent to me. After that I'll determine what to with them."

"Alright." Angie grinned. "Oh, this is so exciting." Then she frowned. "But when are we going to catch up?"

It was time for Gwen to smile. "We'll find time, I promise. Listen, I have to take care of something. Why don't you start making the appointments?"

Angie nodded, sitting down at her desk again. "Will do, Doctor." She winked at Gwen. Smiling to herself, Gwen left her office in search of Bruce Banner.

* * *

><p><em>AN: Alrighty - so basically the thing is I didn't like where I was going with Complications (fourth installment of Gwen's story). I put it on hiatus and I haven't updated in a very long time. I've come to the realization recently that I have too many characters in my stories and I noticed that applied to Complications. There were too many characters and too many story lines and it was hard for me to remember everything that was going on in it. That made me lose interest._

_I decided that instead of trying to continue or leaving it unfinished, I would rewrite the story. For those of you that have read Powers and its sequels, let it be known that this story will not follow the plots of those stories very much. This rewrite will mostly follow the MCU movies/Agents of SHIELD. I do intend to keep the Amazing Spider-Man Universe alive in here because I love it too much, but that's it. I'm sorry if you enjoyed all those characters because in this story we have to say goodbye to them._

_I'm taking this as an opportunity to improve Gwen's story. I don't like what I did with her background and I feel like I rushed her relationship with Steve. Rewriting this is giving me a chance to make the changes I believe are necessary and I hope you can all enjoy it with me._

_To those of you who have never read Powers, welcome! I suppose this long AN probably doesn't mean anything to you then, so to you I just say that I hope you enjoy the story!_

_P.S. I made a blog for this story under the url gwendolynpowers . tumblr. com if you're interested in following it. _


	2. One Is Silver

**Freedom Lies In Being Bold**

**Chapter Two**

**One Is Silver**

"_Be slow to fall into friendship; but when thou art in, continue firm and constant."_

_-Socrates_

* * *

><p>Gwen was fortunate enough to catch Bruce just as he was heading toward the Hub's hanger. His glasses were askew and his hair a mess, per usual. He carried a suitcase with him and had his coat hanging over one arm. When he saw her, his eyes turned soft and concerned. "Whoa, you look exhausted," he said, coming to a stop as Gwen rounded the corner, standing in front of him.<p>

"Uh, thanks? Listen, Tony said this morning you have some extra-"

"Couldn't do it." He raised his arm to show a thin, silver band around his wrist. "Fury's orders."

Gwen didn't hold back. "What the fuck? Did he talk to you?"

"No, that's below him. Hand gave it to me as I was packing up. At least she was apathetic about."

Sighing, Gwen pinched the bridge of her nose between two fingers. "I swear, one of these days I'm going to kill Fury."

"I'm sorry, Gwendolyn."

She looked up and saw his genuinely apologetic demeanor and gave a half-smile. "It's not your fault. You did the best you could." Placing her hands on her hips, she scowled. "It was Maxwell that snitched."

Bruce's eyebrows shot up. "The agent you've had trouble with? Not surprising I guess. And I assume he's here in the Hub?"

"Yep. I thought I'd be free of him once I left Chicago but I guess nothing can go right for me."

"Stop being so dramatic."

"Says the guy who turns into a green giant when he gets pissed off." Gwen pulled the man in for a gentle hug so as not to startle him. "Thanks for all your help. Are you sure there's nothing I can do for you?"

They pulled apart and Bruce shook his head. "It's best for me to keep moving."

"I'm sure that SHIELD could provide protection against Ross-"

He cut her off. "I'm not running from Ross – I'm not running from anyone. This is _my_ choice, Gwendolyn. I want to help people and help myself. I can't exactly do that from a SHIELD laboratory."

"That's true, I suppose." Gwen let out a long breath. "I guess we'll both be busy then. Fury assigned me another project in addition to Project Rehabilitation."

"Oh, really? What is it?"

"He basically wants me to spy on Captain Rogers."

Bruce laughed – actually _laughed_. It was a sound that Gwen didn't hear too often. "He wants a clinical neuropsychologist to spy on a super soldier who adamantly refuses to call me anything but Doctor Banner? What secrets could Captain America possibly have?"

"I don't know if it's secrets Fury's after."

"Ah, I see. He wants to know how to take Rogers down if necessary." Bruce smiled ruefully. "I know the feeling. But I think you'll like him – Rogers I mean. He's a nice guy."

"Is he a nice guy or a _nice_ guy?"

"He's Captain America and still has trouble talking to pretty women. You decide for yourself." He gripped his suitcase tighter and cleared his throat. "I should get going. Don't want the Quinjet to take off without me."

Gwen gave her best smile. "Good luck, Bruce."

"Thanks – you too. If you need anything-"

"I know how to contact you." Gwen stepped aside. "Like you said, you better hurry."

Bruce nodded at her and gave a small, toothless grin as he moved along, heading toward the hanger, leaving Gwen completely alone.

* * *

><p>"Clint, for the love of God stop picking at that."<p>

Clint Barton looked up from the chair across from Gwen, his hand frozen over his arm.

"But it's just a scab," he defended with a shrug.

"Let it come off when it's supposed to."

He furrowed his brow. "How am I supposed to know when that is?"

"When it falls off on its own."

Clint frowned but pulled the sleeve of his tight black shirt over his arm. He leaned forward, elbows resting on his thighs. "So, Doc, what're we doing first?"

Gwen looked down at her clipboard, flipping through the papers she had attached to it. They were all important files on Clint - mostly reports filed after the Battle of New York where he lashed out unusually at others. There were about six of them it seemed, one even filed by Agent Hill herself.

Clint was Gwen's first appointment out of all 63 SHIELD employees that Loki's scepter affected. Angie had managed to get a majority of them scheduled, but with so many it meant that for the next few weeks, Gwen would be meeting with more and more people, having to read just as many files. She had briefly gone over the ones dealing with Clint before he arrived in her office the day after she reached the Hub, Angie having started scheduling appointments that early.

"Well, I'm just going to ask you a few questions and hopefully we can talk about what might be bothering you," said Gwen. "By the way, I'm glad you made it out of New York alive."

Clint laughed, but it was mirthless. "Thanks. I had high hopes about the whole thing until the Council sent the nuke."

Gwen flinched. "I heard about that. Is anyone doing anything about that?"

"Fury's talked to them, so has Hill, but as far as I know they're not getting punished or anything." He looked around the whitewashed, nearly furniture-less room except for the chairs they sat on, Gwen's desk, a large monitor on the wall and a good-sized file cabinet. "Yet I have to go through therapy when I didn't even do anything."

"Natasha said you were excited."

"Excited to see _you_." He leaned forward, elbows on his knees. "Why don't we use this session to catch up, you know? We haven't talked face to face in a year. Let's face it – our friendship is deteriorating."

Gwen smiled to herself. "You keep telling yourself that, but I'm not sacrificing our time now for personal reasons. It's not professional and besides, don't you want this done as fast as possible?"

Clint leaned back and stretched out his legs. "Touché. So, what are we gonna talk about?"

Sifting through the papers in Clint's file, Gwen chose one of the reports that she was most interested to discuss with him. "According to Agent Dexter, two days after the Battle of New York you tried to attack him when he readjusted the position of his gun holster." She looked up at Clint. "Do you want to tell your side of the story? I'm listening."

He crossed his arms over his chest, resembling a child being reprimanded. "I thought he was a double agent and he was taking out his gun to kill us." His eyes met hers, almost pleading. "Tasha was there, Gwendolyn. I made the wrong assumption and acted. It was just an honest mistake."

Gwen looked to the report again and read directly from it. "Barton jumped on top of me and attempted to stab me with a SHIELD standard issue knife he had in a sheath attached to his leg. I was able to push him off me, but that did not stop him. Agent Natasha Romanoff stepped forward and knocked him out with a hit to the back of the head. I honestly believe if she had not done that, Barton would have killed me." Finishing, she looked back up. "Clint, this isn't you. The agent I know wouldn't do something like this. Maybe when he was younger, but not now – not after everything he's been through." When he wouldn't meet her eyes, Gwen sighed. "There's six reports in total, Clint, and I have a feeling there would be more if people had the courage or will to file them. If you scared them enough, I'm sure they don't want to say anything out of fear you'll find out." Her tone turned serious. "You need to talk to me, Clint. What was going through your mind when you attacked Dexter?"

Shifting a bit in his seat and hesitating, Clint finally answered. His voice was vulnerable and heartbreaking, Gwen having only heard him like this a few times before. "It was like when I was under Loki's control. I just – I just acted. Part of me was still there, you know? Just underneath everything. I was fighting so hard, Gwendolyn. It's why Dexter was able to push me away. You know me; I always get the job done."

"Do you feel like you're losing control? Like you're back under Loki's spell?"

"I think Nat saved me from the worst, but I don't think it was enough. I pulled myself together for the battle but after that…I just don't know. I – I've been having nightmares again."

Gwen pulled out her clipboard, beginning to take notes. "Are the same as last time?"

"Sometimes, yeah. I go back to that warehouse with Cross and the same thing happens like I told you before. Bobbi dies and Cross wins."

"But there's new ones?"

Clint slowly nodded. "I killed a lot of agents when I was brainwashed. Fucking Christ, it's my fault the Helicarrier nearly went down. It's my fault Coulson's dead. I tried to kill Tasha, I-"

"_Clint_." He looked up at Gwen when she spoke, stopping his rambling. "I know you've probably heard this a million times, but that wasn't you." She gestured with the files on her lap. "These reports aren't about Clint Barton, they're about another side of you that doesn't belong. We can figure out where that side is and how to get rid of it, but you need to stop blaming yourself. You can't change what happened and telling yourself it's all your fault let's that other side win. What are the new nightmares like?"

He took a deep breath. "I kill Natasha. I know Loki was going to make me kill her at some point and this nightmare – God, Gwendolyn, it's _so bad_. At first she's Black Widow and she's fighting me but then I get the upper hand. She slips up. And then I start to make her scream. It's not that I enjoy it, it's because I've been ordered to do it. I feel nothing as torture her." He leans forward, his face paling.

Even from just the description Gwen became disturbed. She could only imagine how horrible it was for Clint. "And you've tried IRT?"

Clint nodded. "When I wake up I try to end it with me coming to my senses and saving her but it just doesn't work like it did after Romania."

"You have to be willing to try. Maybe you can start writing it down instead of just picturing it."

"Yeah, sure." He sighed. "What d'you think?"

"Hmm? Think about what?"

Clint put his arms out. "About all of this - about me. What's your diagnosis?"

Gwen took a deep breath. "I think your PTSD has gotten worse, but that's understandable. I also think your unusual aggression is a mixture of nightmares and most likely lack of sleep as well as whatever was left over once Natasha de-brainwashed you. Do you still have any Prozac?"

He suddenly looked embarrassed. "I, uh, used it all up. I didn't know who to ask for more."

"Didn't know who to ask or too afraid to ask?"

"Don't get all psychologist on me, Powers."

The fact he still had some energy for humor made things seem a little brighter. "Alright, so I'll make sure you get some more Prozac." She started writing down more notes. "You're going to hate me for this, but I'm also going to schedule a CT scan, a MRI scan, and a PET scan."

She was right. His eyes were wide and he looked ready to flee the Hub. "Are you kidding me? Isn't that overkill?"

"Maybe, but I won't do them really close together."

He shook his head. "Are you going to do this to everyone else?"

Gwen shrugged. "Honestly? I don't know. But Clint, you're my friend and I'm worried about you. You're suffering and if I can get views of your brain from every angle and possibility, it can help me help you more. I'm also gonna have you grounded here."

This made him even more exasperated to the point that he threw his head on the chair and let out a loud groan.

"I can't let you go out on missions when no one trusts you." Gwen waved the reports around again. "Trust me, it's for the best."

"You're lucky I like you."

"I know."

Clint sat forward. "So what about Tasha?"

"She'll probably get partnered up with someone else or go on solo missions. She's good at that." Gwen raised her eyebrows. "Are you gonna tell me why you're so concerned?"

"She's my best friend, my _partner_."

"Does partner have a double meaning here?"

Clint frowned. "Shut up."

"Okay, okay." Gwen put all the papers back in their respective files. "I'd say that was a good first session. Considering I still need to meet with 62 people, it'll be awhile before we have another one, but in the meantime you'll have those scans done." She paused to give him a serious look. "You _will_ do them, understand? It might be the only way to find out what's really going on."

"Fine, I'll cooperate."

"Good. You're dismissed."

* * *

><p>For the rest of the week, Gwen continually met with patients. She barely had any time for anything else but sleep, eat, and do extra work. Most of the time she ate in her office, still going over the files for all the people she would be meeting with, but if all the previous sessions besides Clint's told her anything, it was that these people would be out of her hair in no time.<p>

Clint appeared as one of a few having trouble dealing with the aftermath of Loki's brainwashing. Gwen only found two people who were struggling, but it was similar to Clint's situation as they had experienced past trauma and it didn't mix well with the new trauma. It was still too early to tell what exactly was causing any extra aggression, but Gwen was beginning to wonder if that was just an excuse for the fact she just didn't know the answer to this one. She prayed that by the time she met with everyone that she would have some sort of lead, but by the end of the week, there was nothing.

Her last appointment on Friday was with Captain Rogers. Angie was excited to officially meet him as she had only talked to him on the phone, Rogers preferring to stick to the gym most of his time in the Hub. Gwen made sure to note that, finding it an important aspect of his personality.

She was sitting in her office when her computer pinged, alerting her that her patient had arrived. Taking a deep breath, she stood up and walked toward the door. It was strange how nervous she was – perhaps it was only because this was a World War II hero she had written an entire paper about in college or maybe it was just because of the stress from everything else. Nonetheless, her heart was racing as she opened the door, finding Rogers speaking with Angie, a friendly smile on his face.

"I haven't heard of that," he said, reaching into his pocket and pulling out a notepad and pencil. _God, men's pockets are huge. _"Star Wars right? Isn't that the same thing as Star Trek though?"

"Oh, no, no, no," said Angie, her tone warning. "Be careful who you say that around. They're _completely _different. The same goes for Stargate."

"Why does everything start with star?"

"That's funny coming from the Star Spangled Man."

Steve laughed. It was a sound that made Gwen's stomach feel all mushy. "Good one."

Gwen cleared her throat and nervously clasped her hands in front of her, suddenly unsure of what to do with them. "Hi, Captain. If you're ready we can start your session." Why did she have to sound so professional and cold? Or maybe she didn't sound that way at all and it was just her imagination. Anxiety's a bitch.

Rogers nodded and put away the pad and pencil. "Thanks for the suggestion," he said to Angie.

"No problem, I've got plenty more." She winked at him and Gwen almost started laughing when his eyes went down, bashful. Not only was a shy Captain America hilarious, the fact that Angie was openly asexual and aromantic implied she was probably just trying to push his buttons and that too was hilarious.

Gwen went back into her office, holding the door open for the Captain as he followed her inside. She noticed then that he smelled good, like a woods in the fall. It was a smell she liked and it suddenly weirded her out when realized her grandfather had smelled almost exactly the same way, his smell having mixed with the smoke from his many cigars.

"You can just have a seat right here," she told Rogers as she grabbed a folder and her clipboard off her desk, sitting down in her own big comfy chair. Rogers did as she told him and she immediately noticed the way he tried to sink into the chair, like he was folding himself over. One possibility was that he was still used to being lanky and trying to disappear into a chair was just a habit he needed to break. Another was that he was just as nervous as she was, which gave Gwen a bit more confidence. "I'm sorry you're being forced to do this," she added, taking her seat. "I'm sure there's a lot of things you'd rather do."

He shrugged. "Director Fury said that if I joined SHIELD then I would have to meet with you anyway. I thought I might as well get it over with." Gwen scowled inwardly. Fury was a persistent son of a bitch. "Not that I don't like you or anything. I mean, I just-"

Gwen gave her best smile. "It's okay, Captain. I know what you meant."

"You can call me Steve. I don't think we need to be so formal."

"Okay then. You can call me Gwen." She didn't even realize she gave him the name no one was allowed to call her. "So, you're interested in joining SHIELD?"

Steve sat up straighter now, his eyes bright. "I may have missed seventy years, but one thing's still the same – people need help. I want to help; it's the whole reason I agreed to Erskine in the first place."

"I've gotta warn you though, SHIELD isn't what it's all cracked up to be."

He nodded. "I know. But maybe somewhere down the line I'll find something else to do. But for now I guess I need something stable. Working for SHIELD seems like the perfect opportunity."

Part of her wanted to tell him that SHIELD worked on lies and manipulation, but she kept quiet. Having Captain America be a part of SHIELD would probably be a good thing. From what she knew, he wasn't someone who followed orders if he didn't agree with him, unlike her who was too scared to oppose a direct order. Maybe things would start changing for the better with him around.

"How are you adjusting to everything?" Gwen asked. "You own an apartment in Brooklyn, yes?"

"Yeah, it's where I grew up." His features changed, suddenly saddened. "It's just so…different."

"A lot's changed since you went under. Maybe it'd be better if you lived somewhere else."

"Like where?"

Gwen shrugged. "I dunno." She smiled. "Okay, so since we're going to be meeting together for a while, we're going to need to establish some level of trust, yeah? So to answer your question, I'm just going to tell you a bit about myself. Sound good?"

"Go ahead."

She took a deep breath. "I've spent a lot of time in Washington D. C. To be honest, I think you'd love it there. And not just because it's the capital and you're Captain America, it just seems like a place where you could adjust. You could catch up on a lot of stuff if you went to the Smithsonian. There's actually a whole exhibit about you and the Howling Commandos." She paused, judging his features at mentioning his old friends. "I wouldn't suggest going there just yet, but it would be a good place to go eventually. Anyway, I was born in D.C. and lived there until my dad's job at Stark Industries required him to move us to Malibu."

This got Steve's interest. "Your dad works for Stark?"

Gwen nodded. "_Worked_, really. He died several years ago in a car crash like Howard and Maria."

"Did you know Howard?"

"Yeah. You knew him, right? Was he…alright?"

Steve shrugged. "He was nice. I liked him."

Stifling a humorless laugh, Gwen smiled ruefully. "Man, something must have happened to him after you crashed. The man I knew was a complete bastard." Gwen's smile dropped and she scolded herself mentally. "Sorry, that was unprofessional of me."

Steve shook his head. "No, not at all. It's good to know what happened to him; not that what happened was good, just that it gives some kind of closure."

Clearing her throat, Gwen continued. "Yeah, Howard wasn't the greatest. I was friends with Tony considering our dads spent a lot of time together and we'd get stuck having to spend time with each other. It was mostly him building stuff, me giving valuable input, him ignoring me, but then realizing I was right all along and refusing to acknowledge I was right." She shook her head. "God, he was annoying. He still is."

Steve laughed. Gwen's heart leapt into her throat at the sound.

"He's definitely different from his father."

"_Completely_. I felt bad for Tony a lot. Howard was pretty mean to him."

"So how did you end up joining SHIELD?" Gwen felt pleased she had gotten him to feel comfortable enough to ask her personal questions.

She thought for a moment. "Well, they sort of recruited me when I was still in college. You see, my friend Alejandra was in a car accident and she suffered from retrograde amnesia, which is when you can't remember stuff before a particular date, normally the day of an accident like she had. She couldn't remember much, but I knew her memories had to be locked away in there somewhere, so I kind of used her as case study. It was consensual of course."

"So what happened?"

"I found ways to elicit memory retrieval without waiting for spontaneous recovery. Her memory loss wasn't as great as some people go through, but I was able to get her back to normal. I basically made a breakthrough in neuropsychology – but SHIELD found out and kept it under wraps."

Steve's forehead creased. "Why would they do that?"

"Because I was just a college student. They wanted to see what else I could do so they recruited me. I finished out my schooling and then interned with a clinical neuropsychologist already working for SHIELD. Fury worked it all out. He thought that with SHIELD's technology I could find even better ways to help people suffering from amnesia."

"Did you?"

Gwen shrugged. "Sort of. I'm still doing research. That's why I was in Chicago for a year before this working on something called Project Reconstruction. I was the head of a team of psychologists, all of us working to try to reconstruct memories that had been wiped technologically." She sighed. "A whole year and there was still very little progress, yet somehow Fury's very pleased. Or at least Pierce is." At Steve's confused look, she added, "He's like SHIELD's mob boss. He heads everything."

"So is that why Fury said you're here to work with the people who were brainwashed by Loki?"

"Yeah, pretty much, though mostly they seem to be suffering from PTSD. Their memories are a bit _too_ intact for their liking." Gwen eyed Steve, choosing her words carefully. "How much do you remember from before you were frozen?"

Steve's comfortable demeanor vanished and he put up a wall. Gwen could feel how strong it was by the way he avoided eye contact and became small again while still sitting up with good posture. "I remember everything," he told her. "It's like it was only yesterday."

"Well, for you it kinda was. When were you woken up – a year ago? Not even?" She sifted through the papers on her lap. "For you the past seventy years never happened. It's understandable to be a little freaked out. Do you ever have nightmares?"

He met her gaze, finally, and she saw how vulnerable he was. This wasn't Captain America who crashed the Valkyrie to save the world, sacrificing himself in the process; this was Steve Rogers, a man out of time who was so confused and alone. It made her heart break.

"I do have some trouble sleeping," he admitted. "I dream about the war a lot. People praise me for everything I did but sometimes I dream about the times where I did something questionable – something that I would change if I could go back." He paused. "I dream about the Hydra train a lot, too."

"What happened on the train?"

He took a deep breath, as if this event was a huge weight on his shoulders and he was about to get it off. "I lost my best friend. James Buchanan Barnes. It was my fault."

How could Gwen have forgotten that? She felt stupid and insensitive, knowing how hard it was to lose a loved one and talk about it. Hell, she still didn't like talking about her father's death and that had been years ago. For Steve, he was still going through the grieving process. "How could it have been your fault?"

"I couldn't reach him. If I had just – if I had done things differently-"

Gwen shook her head and leaned forward, taking his hands in hers without thinking. It was something she would do with Clint when he blamed himself, especially after Romania. It calmed him down and hopefully it would do the same for Steve. "There's always something that we wish we did differently. Part of me will always wonder what would've happened if I never joined SHIELD. Agreeing to it made me distant with my family. I know my brother lives in New York and my mom in D. C., but I don't know much besides that. The last time I saw my mom was at my father's funeral and the last time I saw my brother – it wasn't good. I'll always regret not spending more time with my dad." She looked right into Steve's eyes. She knew exactly what kind of person he was – someone that would spend the rest of his life wondering how he could have changed things if maybe he had been a few inches to the side or if he had chosen right instead of left. She was the same way. "Listen, Steve, I've made a lot of mistakes too. I have nightmares about them. And someday I'll tell you about them. But for right now I want you to know that there is _nothing_ you can do to change the past. And once you realize that, it becomes easier to heal. _Trust me_. I'm supposed to help you adjust to everything, but I can't do that if you let yourself stay broken."

Steve gave a small, toothless smirk. "You're exactly how Tony described you."

Taken aback, Gwen let go of his hands and leaned away, raising her eyebrows. "Tony told you about me?"

"In passing, really. On the Helicarrier he said he wished you were there and said Doctor Banner would like you."

"What did he say about me?"

"Nothing bad. Just that you're stubborn and paranoid and have, in his words, 'A guilt complex the size of my tower."

At first Gwen was offended but quickly realized that was a scarily accurate description of her. And so she laughed. A genuine laugh that made her feel like the accident in Chicago was just a bad dream and all the other accidents were nightmares to be forgotten in time. She suddenly felt as though she was just casually chatting with a friend instead of having a therapeutic session with a war hero who was most likely dealing with PTSD. God, her life was weird.

"As much as that's true, I'll still have to scold him for that." Gwen calmed down and turned serious. "Right now I think you're doing really good considering the circumstances of what's happened to you. As for the nightmares, there's a technique called IRT or Imagery Rehearsal Therapy. It's a cognitive-behavioral treatment for nightmares, which basically means that it's a way to help treat distressing thoughts that interfere with daily life. Since you said you're having trouble sleeping because of the nightmares, obviously they're interfering with your life. Basically what you do is you take the end of your nightmare and rescript it, in a sense. I've worked with Clint using this for quite some time now and trust me, it does work." Gwen took out her clipboard and removed her pen to start writing notes. "What I want you do before the next time we meet is to write down the nightmares you have and include both the actual ending and the ending you make up. Just end it with something less disturbing. If you dream about your friend dying, change the ending so he lives. When I see you again, we'll work on rehearsing it, okay?" Technically helping Steve overcome some road blocks wasn't really in the job description, but she was in a Fuck Fury mood, so she was going to help Steve in any way possible.

"And…it worked for Barton?" Steve seemed hesitant, like he wanted this to help but he was afraid of something at the same time.

Gwen nodded. "I promise it'll work. I'm gonna help you, Steve. You can trust me." She felt a little bit of herself die when she said that, knowing the whole thing was based on a lie. But it was Fury's orders, she had to remind herself. She couldn't have just said no. SHIELD is good with making sure people don't say no.

"Okay," said Steve.

"If you need anything at any time of the day just drop by here. If I'm not available just leave a message with Angie, but if it's an emergency just let her know and I'll help you." Gwen stood up and Steve followed. "You can make another appointment with her right away, if you're ready."

"Thank you, Gwen."

She smiled. "You're welcome, Steve."

* * *

><p>It was later that night as Gwen's headache was reaching a tolerable level that she heard a knock on her office door. She glanced at the clock, seeing it was nearing eight, meaning Angie had been gone for several hours. Part of her hoped it was Steve, but he was far too chivalrous to come knocking so late unless it was an emergency.<p>

"Come in," she said, returning to the work on her desk. The door opened and she had to do a double take before she registered that it was Maxwell. She sighed. "What d'you want?"

"You haven't assigned anyone to me."

Frowning, Gwen put down her pen and looked up, her elbows propped up on the desk. "Your point is?" She knew very well what his point was – she had been given a list of psychiatrists to send her patients to and Maxwell just so happened to be on that list. However there was no way in hell she was going to subject any person to his wooden personality and dead eyes.

Maxwell began walking around her office, looking like he was admiring the blank walls. "Curious, isn't it? You make a mistake, cause an accident, cover it up, get caught, and yet here you are, still working for the biggest espionage agency in the world." He came to stand in front of her desk, hands clasped regally behind his back. "Very curious."

Why did he have to be so weird? "If you have something to say that makes sense, feel free to, but if you don't, then go away."

Maxwell smiled smugly. "You are not very good with implications, are you?" He reached into the pocket of his dress pants and pulled out a small stick that Gwen realized was as flash drive. "Maybe this will make more sense to you. Use it." He placed it on her desk.

She was skeptical, of course, but her curiosity got the better of her. Also she figured he wasn't going to leave until she looked at what was on the drive, so she might as well cooperate. She picked up the flash drive and plugged it into the side of her monitor and immediately the file on the drive popped up in a media window. She pressed play and watched in horror as the video played out on the screen.

The video showed her in one of the labs in SHIELD's Chicago base. Alone and wearing her white lab coat, she was reading over something and then mixing two different liquids that were both clear. As she was doing so, Maxwell walked in. The present day Gwen knew exactly what was going to happen.

There was talking between the two of them. The camera picked it up, but Gwen was too anxious to listen to it. She watched herself as she got angrier and angrier. Maxwell stepped closer to her but she backed away to keep the distance. Then he said something that struck a chord. The lights started to flicker in the lab and the machines were whirring, going crazy. It kept intensifying with each word he said, and Gwen started to shake her head, eyes closed.

Present day Gwen jumped when she finally listened, hearing herself scream, "JUST STOP IT!"

"What are you going to do, little girl?" asked video Maxwell. "Call for daddy and tell on me?"

That had been it. Gwen couldn't exactly remember how it all happened, but all the lights and the machines exploded. The camera went out, but what had happened afterwards had caused injuries to both her and Maxwell as well as several other scientists and agents. After waking up, Gwen would go to Agent Thorn for the video and have him wipe it, but unbeknownst to her, it seemed Maxwell had gotten there first and got a copy, which was now playing static on her monitor. The video ended and switched to black. Gwen chewed on the inside of her cheek, her eyes moving from the screen to Maxwell.

"Why?" she asked.

"Just in case." That stupid smile was still on his face.

"Just in case you wanted to blackmail me, right?"

Maxwell shook his head and reached over, yanking the flash drive out and twirling it in his fingers. "Not blackmail. I could've showed this to Fury, but I didn't. I just told him what you were doing, why you were doing it. You were taking time out of your real research to do this, so it must have been important and considering you were not telling SHIELD, it must have been personal."

Gwen looked away, deep in thought. "Then why would you keep the video?" When she realized it, she laughed and returned her gaze to him. "You're sick, you know that? You have that to show you have power over me, right? That even though you won't use it, you still could. You want to scare me."

"Precisely." He put his hands on the edge of her desk, leaning forward. "And I have scared you, haven't I Doctor Powers?"

"No, you haven't."

"It isn't smart to lie to me. My specialty is lying." Smiling, he stood up straight. "Have a good night, Gwendolyn. And good luck."

She frowned. "Good luck for what?"

He didn't answer, turning around and leaving her office. Gwen sat back in her seat, unsettled.

* * *

><p>It was only a matter of time before Tony called and Gwen was completely prepared for it.<p>

"Hello?" she answered when he called on Monday morning before her appointments showed up. She struggled to hold her cell phone while simultaneously looking over the files of her first appointment.

Tony got right to the point. "Bring up the info I sent you."

Gwen frowned, dropping the folder in her hand on her desk. "Good morning to you too."

"Sorry. This is important."

"Okay..." Gwen went into her email and found the one from him. She tried to select it, but an error message popped up. "Tony, it's encrypted."

"Then decrypt it."

"I don't know how!"

"Fine, I'll do it myself." After a few seconds, the email opened. "There. Now open the files and save them to your personal server and quickly because the email will delete itself within the next thirty seconds."

Gwen did as she was told. She absolutely abhorred when Tony told her to do something that was time sensitive. Somehow she managed to save the files he sent with a few seconds to spare. The email was erased and she was sure all trace of it was gone with SHIELD never knowing it was even there.

"Okay, it's saved," she said. "Now what?"

"Open them."

And so she did. On her monitor images kept popping up from reports to videos to blueprints. It was all too much, so she swiped her fingers across the screen, sending all the information to the large screen on the wall. Everything was visible then, all fitting together like puzzle pieces. What everything showed, however, was terrifying.

"Tony, what is this?"

"What d'you think it is?"

Her eyes darting from image to image, Gwen felt the hairs on the back of her neck standing up. "I think someone's building drones." It was more than drones, not like the eons Hammer presented at Stark Expo. The designs showed these as humanoid, even more so than Tony's suits. The notes on the blueprints showed that the drones would have rockets shoot out their fingertips and lasers out of their eyes. It was far worse than the Expo.

"They're called Sentinels," said Tony. "And you'll never guess who's building them."

"The government."

"And bingo was his name-o. This is why Rhodey wanted me to come back to Malibu. Someone from that hacktivist group the Rising Tide sent it to him. Those guys are good; JARVIS has been searching for the source all week and found nothing."

Gwen shook her head in utter disbelief. "Why would someone send this to Rhodey if it's the government that's building these?"

"They left him a nice voice recording using a modifier. Apparently they find him trustworthy enough, which is good considering he hasn't heard anything about this. Maybe he can put a stop to it before it begins."

"I'm guessing Pepper's meeting with Stern wasn't just to chat, huh?"

"Got that right. He wanted to know if a team from Stark Industries would be welcome to working on a secret government project. He wouldn't disclose any information so Pepper declined. My guess is he either goes for blackmail or the company that took in Hammer Industries."

"Roxxon," Gwen answered immediately. "Dev still works there."

"Excellent! We can use him."

"No, no, no! We are _not_ using my brother for anything. He stays out of all this."

"Fine, though I bet he'd have a different answer."

"Of course he would - he'd do anything you asked him too."

Tony laughed. "Like that time he punched a bee's nest because I dared him too?"

"Don't remind me."

"Anyway, it would be useful to have Dev check out it out...but I understand the concern. But it wouldn't hurt to find out if Roxxon's going to get involved."

Gwen frowned. "Why don't I just tell Fury or someone? This is a spy agency."

"I don't trust SHIELD enough. Why d'you think I wanted to keep this off their servers? Besides, I'm sure they probably know about it already. It's how much they know that's the question."

"Ah, I see where this is going. You want me to find out if SHIELD knows more than you and Rhodey and then send you that information so you can take care of it yourself."

"It's like we share a mind."

Shaking her head in exasperation, Gwen moved her cell phone to her other ear and started moving around the intel on the screen, enlarging the written reports to see them better. She read a line out loud. "I estimate that the Sentinels will be ready in ten years' time, even less if Project Ultron takes effect." She furrowed her brow. "What's Project Ultron?"

"I don't know yet, but we're trying to find out." He sighed. "Gwendolyn, I really need your help on this."

She raised her eyebrows. "Is Tony Stark pleading with me?"

"You tell no one."

"Alright, alright, your reputation will stay intact, but Tony...I can't guarantee I'll be able to find anything. I was promoted to Level 7 for the purpose of my research, but anything beyond that..." She chewed on her bottom lip. "I know how to access files up to Level 9. But only some. I can try my best."

"That's all I needed to hear."

"Just one thing, Tony. What are they building these for?"

"Sentinel Program and Project Ultron: The Benefits. Despite citizens rallying on the side of the Avengers, government officials are wary of the civilian proclaimed superheroes and their motives. From the mistakes made by Justin Hammer in his drones shown at 2010's Stark Expo, we can create better drones that I call Sentinels that will protect the public when the Avengers cannot. End quote. That an answer for you?"

Gwen nodded to herself, grimly. "Yeah. It is."

* * *

><p><em>AN: Okay, before anyone says anything, the Sentinels are not a ripoff of Days of Future Past (even though those Sentinels were incredible). The Age of Ultron story arc also features Sentinels and although the movie will be original according to Joss Whedon, I want Sentinels because our own world seems to be heading toward robot territory and robots scare the shit out of me but I love writing about them. I just wanted to clear that up because the timing of this all with dofp is kinda bad haha._

_Also, I completely forgot to mention in the first chapter, shout out and thanks to my wonderful friend and beta **Itsgoose2u**!_

_P.S. How is everyone who read the original story liking this rewrite so far?_


	3. Three May Keep A Secret

**Freedom Lies In Being Bold**

**Chapter Three**

**Three May Keep A Secret**

_"Secrets are made to be found out with time."_

_-Charles Sandford_

* * *

><p>"No, it's the other one, the green one! Fitz <em>do no<em>t touch the yellow one it'll give you an extreme rash!" Pause. "You touched the yellow didn't you? I told you specifically not to touch that one!" Pause. "Fine, I'll just send you the ointment. I have to go."

Gwen looked on, bemused, her arms leaning on the table in the center of the lab. Jemma Simmons hung up and put her phone in the conveniently large pocket of her lab coat. Pushing her brown hair behind her ears, Simmons rolled her eyes and let out a deep breath.

"Should I even ask?" said Gwen, failing to stifle her grin.

Simmons shook her head. "I think for the sake of Fitz's dignity it would be best if you didn't. So, what exactly did you want me to look at?"

Gwen used the tablet in her hands to pull up the scans done on several of her previously brainwashed patients, including Clint's. With the little time she had, Gwen had looked over all the scans already completed in hopes of finding a common denominator. She did discover a few things, the main part being that they need to understand Loki's scepter a lot better to fully understand what was going on with these people. Despite that, Gwen was still able to find something that could help.

"Since Clint's been my patient for some time, I was able to do some comparisons with previous scans and I found that his serotonin levels have decreased with no explanation." Gwen enlarged Clint's before and after scans to show the comparison, pointing to the parts that glowed blue. Because of SHIELD's technology, they were finally able to document serotonin levels visually. "As you can see, he had regular levels until he was brainwashed. Somehow it messed with the neurotransmitters. They're not sending out enough."

Simmons tilted her head in thought. "And decreased serotonin levels means extra aggression. But correlation doesn't equal causation."

"Exactly. Which is why I can't know what's going on with these people unless I can study the Tesseract or the scepter."

"But doesn't SHIELD have the scepter?"

Gwen nodded. "Yep. It's under Level 10 clearance and a shit ton of protection." She smirked. "I did find out where they're keeping it though, and I thought you might be interested in that."

"Is it a secret vault?" asked Simmons, her interest clearly peaked. "Or a base out in space? That was Fitz's idea."

Shaking her head, Gwen slid her finger around on her tablet and brought up a hologram projecting from the table in place of the brain scans. "Right there." The hologram showed the Capitol Building in Washington D.C.

Simmons stared in disbelief. "You're joking."

"Unfortunately, no. I've gone through some files and managed to follow different reports to Fury which all described a classified location where they store all the dangerous weapons SHIELD collects. I figured that the scepter would be among them. Someone slipped up and said that something called the Serpent Crown was going to be transported from HQ to the Capitol. I'm assuming he's gotten reprimanded by this point."

Shaking her head, Simmons shifted her gaze to Gwen. "But how did you access any of that?"

"I'm Level 7 now." Gwen pointed to her shiny new badge she found on her desk not long ago. "Also I know SHIELD security very well. When Fury finds out, and he _will_ find out, he's going to be super pissed."

"So what d'you plan to do?" asked Simmons. "Break into the Capitol Building and steal the scepter?"

Gwen shook her head. "No, I don't have a plan at all actually. I'm going to give Fury a chance to give it to me first, or at least let me get close to it." Messing with her tablet again, a hologram of the Tesseract replaced the one of the Capitol. "I'm assuming that the scepter powers the Cube and all research on the Cube is either classified or destroyed from what happened during Project Pegasus. Seeing as it's on Asgard, I have very little chance of being able to study it." Gwen set her tablet down on the table and leaned against the edge. "I know that it's made of energy. But it's alien energy. It's completely new and without any of it, I don't think I can help any of these people."

Simmons was quiet for a moment, in thought. "You could you help increase their serotonin levels for the time being. I suppose Director Fury would allow you access to the scepter if he knew the reason for it."

"No, he wouldn't." Gwen erased the hologram. "He doesn't really trust me now."

Sighing, Simmons crossed her arms across her chest. "What did you do now?"

"Nothing!" Glancing over, Gwen looked vexed. "What makes you think I did something?"

"Well, there was that time where you used SHIELD intelligence to make a truth-telling serum and that time you tricked Fitz into taking a pill that was supposed to make him invisible but only made him sick and that time-"

"Okay, I get it. Jeez." Gwen clutched the tablet close to her chest. "I'll have to earn Fury's trust back if I want to see the scepter. Got any ideas?"

"You could always follow the rules."

"I do follow the rules! But if someone _doesn't_ say I can't do something-"

"Then don't go trying to find loopholes! If you really want Fury to trust you then it would probably be a good idea to just not do anything that might get you in trouble."

Gwen frowned. "This might be harder than I thought."

"Well, good luck with all that." Simmons started walking toward the door. "I have to go and get Fitz that…ointment." She made a face. "Don't tell anyone about that."

"I won't. Besides, I've got a lot of stuff to do anyway. I'll see you around, Simmons."

"See you around, Powers."

* * *

><p>After leaving the lab, Gwen went back to her office. Angie was busy putting together more appointment schedules, so Gwen easily slipped by and through the door. There were no appointments for the next hour being a lunch break, and she had no time to eat in the mess hall, so she pulled out a sandwich that she snatched up in the morning.<p>

Just as she was about to eat, there was a knock on the door. Stifling a groan, she set her sandwich down. "Come in!" The door opened to reveal Steve. Gwen's mood brightened at the sight of him, no longer irritated. She smiled and pushed her chair back, standing up. "Steve! I wasn't expecting you. Is something wrong?"

He shook his head. Gwen noticed he was wearing a tight gray t-shirt and jogging pants. "No, just - I wanted to know if you had some time to talk."

Gwen found his sheepish tone endearing, and she couldn't stop the smile spreading across her face. "I have a whole hour free."

"I don't need an hour - I was on my way to the gym, actually."

She nodded, remembering that the gym was on the far other side of the Hub. Clearly this wasn't a pit stop.

"Well, have a seat," she said, gesturing toward the two chairs off to the side. He did as she suggested and she took the opposite chair. "What d'you wanna talk about?"

"Well, I had a nightmare last night. A bad one." He reached into his pocket and pulled out a neatly folded piece of paper. "I tried that IRT thing you told me about but...I'm just not good with words. So I did this." He handed her the paper and she took it.

Opening it up, Gwen found it was a drawing. It showed Steve hanging from a train that had been blown open, the side ripped like someone with superhuman strength decided to make their own door. Holding on to Steve was a dark-haired man. Gwen quickly made the connection.

"You dreamt about Barnes again, right?" she said, looking over the picture a second time.

"Yeah. I - I still couldn't save him." She heard him shift in his seat. "I know you said to write down what happened and then an alternate ending but I just - I couldn't-"

Gwen looked up. "It's okay, I understand." She pointed to the drawing. "This is still great progress. Also a really good drawing. You were an art student before the war, right?"

Steve gave a small smile. "Thanks, but it's kinda rushed. I can do better." His humility was refreshing. "I had one year of art school before enlisting - or at least trying to enlist."

"Do you think you would've become an artist if it weren't for the war?"

He shrugged. "I've never really thought about it. I'm not sure, but I think I was...meant for more. More than just a skinny kid from Brooklyn."

Smiling to herself, Gwen folded up the paper. "I'm really proud of you for doing this. It's impressive - not just the drawing's quality, of course, but the fact that you were able to do this. Clint had trouble with IRT when I started him with it. There was a mission in Romania that went wrong and ended up costing him his hearing. He made a mistake and it's been haunting him ever since." She paused and looked at Steve pointedly. "I think we all have."

He nodded. "It's just hard, I guess. Adjusting to this century isn't difficult, it's just the emotional toll."

"Understandable. That's why I'm here to help." _Well, not really_, she thought. _Fury just wants to make sure we can tranquillize you if necessary. But he didn't say not to help you. Wait, didn't Simmons warn me not to find loopholes?_ "I'm not sure how long we'll be in the Hub, but once we get out, there's group therapy at the Triskelion, SHIELD's HQ. I think it would be good for you if you met with them, or maybe even some veterans. A lot of your problems aren't just coming from being frozen for so long."

He looked up at her. "You said you had nightmares, too. Do they ever get better?" When she hesitated, he paled. "I'm sorry, that was too personal."

"No, no, it's not too personal. We need to get used to each other, remember?" She thought for a moment on how to answer. "To be honest, it doesn't really. At least not for me." A laugh escaped her throat. "My brother always says I'm too busy helping everyone else to help myself. Once Fury recommended I see a psychiatrist but I refused because I already know everything they'll tell me, but then I go and get worse." She sighed. "I know from listening to others that the nightmares can get better – even go away completely. But I can't talk from personal experience."

"Then why don't you tell me about your nightmares?" Steve suggested. "Like you said, we need to get used to each other. Maybe you should be in the patient's seat for once."

Gwen bit her bottom lip in thought. He was right, she really should be the patient instead of the doctor. It was just so hard for her to admit that there was a problem that she couldn't solve; the reason she was invited to join SHIELD was because she was good at solving problems. Every single project she has ever worked on was about solving some type of problem: breaking down Natasha's walls, finding ways to reconstruct memories, stopping the aggression in Loki's victims – the list went on and on. But this assignment with Steve was different. There was no problem to be solved, only a question to be answered and it was a question that was asked by Fury, not Gwen. Maybe since the circumstances were different, she could be different.

She met Steve's gaze and found him waiting patiently for her answer. And so she nodded. "Okay. But if you don't want to listen-"

"I do," he insisted.

"Okay." She took a deep breath. "I've gone through a lot of crazy shit with SHIELD. Mostly I stay in labs and offices, away from the action, but sometimes I get a little too close." She tried to pick one instance for an example. One of the most recent ones stuck out to her like a neon sign saying, "Talk about me!" She picked it. "Two years ago was a Stark Expo. At that time Natasha was undercover, spying on Tony." _Kind of like what I'm doing with you_. "Once he found out she worked for SHIELD, they called Coulson and I in. Phil was just supposed to monitor Tony but I was there to assess him considering he had thrown a large birthday party for himself where he nearly destroyed his house." When Steve rolled his eyes she cracked a smile. "Anyway, Tony was supposed to be on some sort of house arrest, so instead of sitting around and doing nothing, I went with Natasha and Pepper to the Expo where this guy named Justin Hammer was showing off these drones that were going to be used by like the military and the army. Long story short the drones were used to try to kill a lot of people. _Nothing _scares me like robots. Have you seen _RoboCop_ or _Terminator_ or any of those movies?"

Steve shook his head. "Haven't gotten around to it."

"Well, they scare me. I don't like robots or drones or…Sentinels." Her mind briefly went back to her conversation with Tony about the Sentinels and Project Ultron. She made a mental note to search SHIELD's database for some information. "My dad was into robots when he worked at Stark Industries. He and Howard were always trying to build one that would be able to function on its own and act like humans. Sometimes I'd visit them while they were working, but if that damned robot was there I took off. I couldn't stand it."

"So you have nightmares about the drones?"

Gwen nodded. "I know this sounds weird, but I'm fully convinced that if we build robots, they'll become self-aware like Skynet. It's from _Terminator_." She sighed. "My parents always told me it was just because I watched a lot of sci-fi movies and the fact I'm paranoid about everything, but the idea of mechanical monsters we have no control over coming after us is horrifying."

"I understand," said Steve. "I went to a Stark Expo once. There weren't any robots though." He paused. "I have a feeling there's more than just a fear of robots though."

It was like there was a lump in Gwen's throat that wouldn't allow her to speak. She wanted to tell him about the accident, about what she could do, but the idea that he would reject her was too terrifying. The only people who knew besides her family were Tony, Pepper, Rhodey, and Bruce. Technically Maxwell knew as well, which was also a chilling thought. "There is…but – I'm sorry. I don't know if I can talk about it."

"Trust is a two-way street. Your secrets are safe with me."

She decided to tell him something different. He could find out about her abilities some other time. "Romania."

"Clint's Romania?"

Gwen nodded. In retrospect, it was a half-truth. Romania was a bad mission and she had been too involved in it for her liking. It was the aftermath that shook her up the most. "Yeah. But it's really not my story to tell. If Clint wants to share then good, but I don't feel right telling it."

"I understand." Steve glanced at the clock. "I should probably give you time to eat something."

"Oh, yeah, right." She watched as Steve got to his feet. "Wait!" He stopped and she placed the drawing on her desk before grabbing a notepad and writing down the location of her quarters. She ripped off the note and handed it to the soldier. "These are my quarters. If you have a nightmare, come visit me. I'll probably be awake anyway, so don't worry about bothering me. I think it would be good if we could talk right after you have one."

He looked down at the note and then back at her, a soft smile on his face. "Thanks."

"No problem." She sat down in her swiveling, leather computer chair. "Just don't think you're being a burden if you show up in the middle of the night."

"Only if you stop thinking you're a burden altogether."

He had a point. "Have a good day, Captain."

"You too, Doctor."

* * *

><p>It was on her way back to her quarters after finishing for the day that Gwen felt a strange presence. It was definitely energy, but an alien energy. She couldn't identify it. She was about to go searching for the source when her phone started vibrating in her lab coat. Attention diverted, she reached into her pocket and grabbed her phone, taking a deep breath when she saw Tony's face on the screen. She accepted the call. "Hello?"<p>

"Rhodey and I traced the Sentinel source," said Tony. "It was sent from Green Valley, Arizona. It's not much, but it's a lead."

Gwen shook her head and continued walking through the nearly deserted halls. "Let me guess, you guys are going to go investigate, right?"

"I swear, it's like you're a mind reader. But listen to this, Green Valley is basically retirement city. It's filled to the brim with retirees. I highly doubt a member of the Rising Tide would be living there."

"So is it a member of the Rising Tide?"

"It is; that's what the problem is. They must have done it there to throw us off, but if we can figure out who it was, then we might have something."

Gwen came up to her quarters and used the retinal scan to get in. "What if it's a trap?"

"That's why we're bringing the suits, just in case. It's unlikely that we'll be attacked, but I know your paranoia won't allow us to go unarmed. And also Rhodey thinks it's a good idea."

"Does Pepper know about any of this?"

"Well…sort of. Not really. Let's just not say anything to her until we get to the bottom of this, alright? By the way, did you find anything in SHIELD's database?"

Sighing, Gwen threw her bag on the couch and sunk into the cushion. "I haven't had time to look, Tony. It's not like I'm just hanging around the Hub for fun. I've got a job."

"I know, I know."

"Besides, didn't you scan through all of SHIELD's files before the Battle? Don't you still have that information?"

"I may have exaggerated for the point of scaring Fury into answering our questions." He paused. "There was some stuff I couldn't get into. Makes me want to see it more, of course. Just send me anything that seems relevant."

"I'll try my best, Tony. But I can't guarantee anything. I'm not a hacker; I just know how to look for stuff and put the pieces together."

"I know, and that's exactly why we need you."

The corners of Gwen's lips twitched up and she shook her head. "Goodnight, Tony."

"Night, buttercup."

She pulled the phone away from her ear and ended the call. She sat still for a moment, taking slow deep breaths. Her headache had returned, so she rubbed her temples as if that would make it go away. She took an Excedrin before changing into sweatpants and a comfortable t-shirt. It was late, but she figured she could start doing some digging for Tony. She wouldn't go too far into SHIELD's database, knowing that all activity was automatically logged. If she went deep in the middle of the night, it would look suspicious. Instead she kept to the edge of suspicion – close enough to do some research but far enough to not give any cause for investigation.

Sitting upright in her bed, Gwen opened her laptop and signed into SHIELD servers. She was about to start filtering through files using key terms like "Ultron" and "Sentinels," but there was an abrupt knock on her door. She glanced at the clock, which read just after midnight. _Who could that be?_

She put the laptop aside and went to open the door, only to find Steve standing on the other side. It surprised her, to say the least, but then she remembered earlier that day offering for him to come see her after a nightmare. Not only did that imply he had just suffered through a bad dream, but also that he was paler than normal and his eyes were bloodshot with dark bags underneath them. She noticed he had taken the time to change, unless he slept in jeans, a white t-shirt, and a blue jacket.

"Was it a nightmare?" she asked him. She knew the answer, obviously, but she wanted to hear him admit it.

He nodded, the movement slow. "It was a bad one."

She stepped aside and let him walk in, seeing that he was dragging his feet a bit. If he wasn't there because he was startled, she would have thought the action as rather adorable. It was strange to see him as a person, she realized. Maybe that's why she found most of his actions endearing. In school they taught his story as if he were a symbol rather than a human being. Sure, they talked about the people he saved, his Howling Commandos, and when he crashed the Valkyrie, but teachers viewed him as a real life Uncle Sam. To see him having just woken up with tousled bed hair was something unique. It took her a few moments to her to register the fact she was staring at him instead of helping him. Shaking her head as if it would get rid of all her other thoughts, she walked over to the couch and sat down, patting the seat next to her. "Come sit. Tell me what happened." It didn't seem to be apprehension that kept him from sitting down from the way he eyed the seat warily. Gwen theorized it was the shock from whatever the nightmare had been that wouldn't allow him to sit down. She patted the seat again, her voice becoming soft like she were addressing a child. "I won't bite, you know that. It'll be easier for both of us if you sit down."

Slowly he sat down, though he sat on the edge of the seat, his elbows on his thighs and his hands together in fists. Gwen merely watched him, waiting for him to initiate the conversation. She was afraid of pushing him and scaring him away, so she looked on like he was a deer who would take off at the simple sound of a branch breaking underneath a boot.

"I was in the Valkyrie," Steve finally began, his voice quiet and weak. "The Red Skull – Schmidt – he was there, too. Just like I remember it. Except Bucky was there and…" As he trailed off he ran his hands down his face and let out a deep breath. Gwen wanted to reach out to him, but she wanted to let him finish first. "I was knocked down and Bucky got defensive." Steve laughed, though it was humorless. "He always got that way before the serum. If I started a fight with someone and couldn't finish it, he'd always be there to step in." He turned serious again. "But this time he couldn't finish it. Schmidt grabbed him and…and snapped his neck." He let out another breath, this one shaky. "His body was just lying there and I couldn't do anything. He was dead. I still couldn't save him."

Gwen realized this was the ending, so she reached forward and put a hand on his arm in an attempt at comforting him. She wasn't sure what to say, but a theory popped into her head. It was better than silence, she supposed. "I think maybe you accepted the ending you drew, but for some reason your guilt won't let go." She scooted closer to him, careful not to frighten him in his vulnerable state. "_You_ won't let go of your guilt."

He stared forward at nothing in particular. "I asked Barton about Romania."

She wasn't happy with the subject change, but she decided to humor him. "What did he say?"

"He said you need to stop using it as an excuse."

Rolling her eyes, Gwen stood up and went to the small fridge that was in her quarters and stocked with various drinks. She opened it and grabbed a water bottle which she handed to Steve. He thanked her as she sat down. "He's such a hypocrite," she said. "He's right, though. Is that all he said?"

Steve took a sip of the water. "Yeah, that was it."

Gwen sighed. "Figures." She looked to Steve who was still clearly troubled. "How did you feel when you woke up?"

He shrugged. "Terrified. I thought it had been real at first, but then I remembered Bucky wasn't there with me. Then I remembered Bucky had still died, just on the train. There's always this moment every morning when I wake up and I think everything's okay, that the war's still going on and it's just another day fighting in it. But then everything comes back to me and I just..." He pinched the bridge of his nose, scrunching up his face like he was in pain. "It's all gone. My whole life is just gone."

Gwen was suddenly reminded of a sleepover she had been to when she was thirteen. It had been in the middle of the night and they were all still awake, but incredibly tired. Each person at the sleepover had been confessing weird stuff and asking deep questions. Steve, in this moment, reminded her of that. During the day when she had talked with him, there was a lingering sadness that seemed to follow him despite trying to smile and be happy for the people around him, but now, after a nightmare and being so tired, his walls had come down. Damn, that happened a lot faster than it had with Natasha. It took Gwen months to earn the spy's trust let alone see what was on the other side of her stoic façade.

"But now you can start a new life," Gwen assured him. "I know it's not what you want or need, but it's something you have to do." She racked her brain for an example from her life. "When I started at SHIELD it was like making a new life. I forced my family away to keep them safe and made all new friends when I thought I wouldn't. I've helped people who I would've never met if I hadn't joined SHIELD."

"So you're saying me joining SHIELD would help me start a new life?"

Gwen moved even closer and squeezed his arm. _God he's muscular_. "I'm saying that whatever you decide to do, you need to let go of the past and just move forward. Those are words I'm trying my best to live by."

He took a deep breath and turned to her at last. His fatigued expression looked vaguely relieved, like had just gotten rid of some weight off his shoulders. He put a hand on top of hers, making her own look tiny compared to his. "Thank you, Gwen. I appreciate your help."

This caught her off guard. Normally people didn't thank her until she had fixed them in some way. She could tell Steve was far from being fixed, or even being slightly repaired, and yet here he was, showing gratitude. It warmed her heart. Gwen smiled. "It's my job, Rogers. You don't need to thank me."

He laughed. That feeling went through Gwen again. "You must be under-appreciated here. You deserve all the appreciation in the world." He sat back, relaxing into the couch, then glanced at her. "D'you – d'you mind if I stay here for just a bit longer?"

Gwen shook her head. "No, that's fine! Can I get you anything?"

"No, I'm good. You can go to sleep if you want. I'll lock the door on the way out."

Smiling Gwen leaned into the couch beside him. "Nah, I'm not tired. Maybe we can talk about something other than nightmares and therapy."

"You mean talk like friends?"

"Exactly."

The corners of his lips twitched up. "I don't have many friends right now."

"Well, now you're stuck with me. I hope that suits your friend requirements."

He turned to her. "Considering I have incredibly high standards, I think you might be able to qualify."

_Oh my God. _He was teasing her. Was he flirting with her? Gwen didn't know. To be honest, she really liked it whether it was teasing or flirting. He was handsome and sweet; everything she ever wanted in a guy. But it was a pretty bad idea to be attracted to a patient. Actually, it was probably a bad idea to be sitting within close proximity of a patient in her private quarters in the middle of the night talking about random stuff that had nothing to do with the fact he's a patient. Everything about the situation screamed wrong and unethical, but for the moment, Gwen didn't care. It was nice to have a new friend.

"So, you have a brother?" Steve asked. So the conversation was going to be personal. That was okay – she knew practically everything about him. Most people did. She _was_ the one who suggested they get to know each other.

Gwen nodded. "His name's Dev. My parents adopted him from India when he was one and I was three. I had some…problems as a child that made my mom scared of having another kid and putting them through all that, but my dad insisted they have more children, so they ended up adopting." Gwen fiddled with her fingers. "My dad loved me to bits, but I don't think he ever loved Dev. I think he wanted biological children, not adopted ones. But my mom didn't care, she loved us both." Shaking her head, Gwen laughed. "It's like the same story of Thor and Loki. Except Dev isn't anything like Loki. He's too curious for his own good and doesn't let anyone stand in his way. You know that big building in New York that says Roxxon on it? Near Oscorp?"

"Yeah, it's almost as big as Stark Tower."

"That's where my brother works, Roxxon Energy Corporation. He's in R&D. Tony tried to hire him a few years ago, but Dev wanted to do something different from our dad, so he went for Roxxon. It was either that or Oscorp." Gwen was about to ask if Steve had had any siblings, just to keep conversation going, but then realized it would be ridiculous and insensitive to ask, so she shut her mouth. "He's been pretty busy since the company took in Hammer Industries, a rival to Tony's company. They got shut down after the CEO proved to be a total douchebag."

"What about your mom?" asked Steve, taking another sip of water.

Gwen shrugged. "I don't talk to her much. I feel bad about it, but she's been through enough and I don't want her to live in fear all the time, so I don't delve much into my job. She lives in D.C., though, so I don't have much of an excuse to not talk to her when I'm at the Triskelion." She paused. "Mostly my family consists of Clint, Natasha, Tony, Pepper, Rhodey, and some others like FitzSimmons and Angie. I was really close with Phil but…"

_Dammit Gwen_. The air grew tense as the conversation turned somber. Sadness was back in Steve's eyes, replacing the curiosity that had been there as she talked and he listened.

"He wanted me to sign his cards," said Steve. _Don't cry, Gwen, don't cry. _"He seemed like a good man."

Gwen nodded. "He was. SHIELD sent him to me when they wanted to recruit me. I still can't believe he's gone." She took a deep breath and sat up straight. "Let's not talk about sad stuff now."

"You're right." Steve glanced at the clock. "I should probably try to get some more sleep. Maybe I can get another hour or so."

Furrowing her brow in concern, Gwen leaned forward. "You can stay here as long as you like. It's not a problem."

He shook his head and stood up. "No, I should really try. Besides, you need your sleep too."

Suddenly Gwen didn't want him to leave. She cursed herself for feeling that way, but she couldn't help it. To have someone listen to her – and actually _listen_ to her was an achievement. She didn't want that to slip through her fingers. However, she also didn't want to push Steve and make him uncomfortable. "Okay," she said. "But if you need anything-"

Steve cut her off with a smile. "I know where you are." He licked his lips. Why was that so attractive? "Thanks for listening."

"No, thank _you._" Remembering her manners, she opened the door for him and bid him farewell, watching him walk down the hall for a moment before retreating to her quarters once more. Slowly she made her way back to her bedroom and set aside all her research, deciding to try sleeping instead.

* * *

><p>Another day went by.<p>

Gwen spent it trying to get ahold of her patient's primary physicians and psychiatrists, hoping to suggest they prescribe Prozac, the anti-depressant Clint had once been on. She decided to treat the aggressiveness as if it were depression considering it had to do with relatively the same part of the brain.

When she finished her work for the day, Gwen gathered her things and locked up the office behind her, Angie having already left like always. As Gwen was walking down the hall toward her quarters, ready to start coming up with places to look for the information Tony wanted, she stopped. The air abruptly felt different; she could feel the energy crackling, her head pounding painfully. It was the same strange feeling she had had before Tony had called and interrupted her.

She was able to follow it to the source as the closer she got, the stronger she could feel it. The feeling led her to a door that needed identification to enter. Behind the door was the source of the foreign energy. Using her badge, Gwen found she had the right access for the room and walked inside once the door unlocked. There was only one object in the entire room - a trunk. She walked up to it, feeling the energy pouring through the metal and into the air. She was able to simply lean down and flip the locks up, the trunk opening. As she lifted the lid, bright blue light came streaming out through the opening, shining on her. "Oh my God," she mumbled as she stared at the Tesseract.

She looked around the room instinctively; were there cameras in here? There had to be. But if there was, did SHIELD know that the Tesseract was sitting in the Hub, unprotected? She was about to reach down and touch it when a voice interrupted her.

"Ah, you finally found it."

Maxwell's voice was easy to recognize. Gwen spun on her heel, backing herself against the trunk. The situation was eerily similar to the circumstances of the accident in Chicago. She was looking at something suspicious and Maxwell caught her in the act all smug.

"Wait, so you know this is here?" she asked, cautiously watching him walk into the room.

He shrugged nonchalantly, clasping his hands behind his back. "I know lots of secrets, Gwendolyn. I know exactly what you can do."

"That's only because you pushed me," she answered. "You did it all on purpose, didn't you? You were testing me."

"You make it sound like such a bad thing. I prefer to think of it as...getting to know each other. But obviously we both still have some secrets. Perhaps," he added, "you'd like to see my biggest secret."

His form began to shimmer and shine, rippling slightly as his image changed. What was left, once the transformation finished, was not a lanky man in a suit with intimidating eyes, but murderous god wearing regal clothing of green, gold, and black.

Gwen nearly stumbled as she tried to back up further but found nowhere to go. With Loki's eyes fixed on her, she felt as though she were stuck in place, paralyzed with fear. He wasn't armed, but the way he stood radiated dominance and power, everything Gwen was lacking at the moment. Despite her terror slowing down her brain, she was able to process exactly what this meant - the person she thought was Agent Elias Maxwell had actually been Loki. That meant one of the most dangerous beings in the universe knew nearly everything about her, including her abilities.

"How are you here?" she managed to ask.

Loki smirked. "That is the question, isn't it? It's just a bit of a trick, really. But that's not important." He gestured to the Tesseract. "You can feel its energy, can you not?" When she didn't answer he raised his voice. "Can you not?"

Gwen glanced at the Cube and then back at Loki. He was right, she could feel it deep inside her, calling her toward it. But she couldn't let him know that. If he was this interested in how the Tesseract affected her, then there was a problem. "What d'you want with me?"

He let out a deep breath. He was annoyed, she realized. It was hardly surprising considering he must have tried for so long to get to this moment and here she was, screwing it up for him but avoiding his questions. He probably wanted this conversation over with as soon as possible. Perhaps if she could stall him long enough someone would stroll into the room or maybe Steve would come looking for her but find her quarters to be empty, alerting him of her absence. But her hopes weren't high for any of those possibilities.

"What do I want?" asked Loki. "I want you to tell me what you feel. The Tesseract - does it call to you? Do you hear it?"

She did. God did she ever hear it. But she couldn't let him know that. She needed to figure out what he wanted with her before anything else. "You answer my questions and I'll answer yours."

He blew air out his nose, turning away and beginning to pace the width of the room. "While I would normally be willing to amuse you with an interrogation, I am, unfortunately, on a tight schedule."

"Why?"

He stopped pacing and turned on her. Clearly she had stretched his patience too far and there had been little patience to begin with. He strode forward with his never-ending legs and grasped Gwen around her throat with just one hand, long fingers wrapped around her neck. For being so skinny, his strength surprised her as he lifted her feet off the floor. Her hands immediately went to the one suffocating her, scratching and gasping for breath.

"Let's see what kind of accident can be caused now, shall we?" He threw her across the room, her back hitting the wall and her head smacking against the ground as gravity did its part. Her already pre-established headache became worse and stars danced in her vision. "Use its power, Gwendolyn," Loki encouraged. "Do your worst."

What was he doing? Gwen slowly got back to her feet and could already feel herself beginning to lose control. The dim light that illuminated the room began flickering. Loki looked up at it with a smile, seemingly impressed. Curling her fingers into fists and screwing her eye shut, Gwen tried some breathing exercises to calm herself. She didn't need another accident; she needed to get away from Loki and alert Hand or someone about him being there.

"What makes you think I want to play your games?" Gwen asked, opening her eyes. "You've been stalking me for weeks, blackmailing me and harassing me and not to mention you're the guy that nearly destroyed New York and tried to take over the world."

"You have an amazing gift, Gwendolyn," he told her. He even sounded sincere. "If you harness the power of the Tesseract, there can be no stopping you. Your energy manipulation can only go so far, just imagine if you had a little push."

She shook her head. "Why do you care? You just want me as a pawn, don't you? What makes you think you can control me?"

He shrugged nonchalantly. "I suppose I have faith in you, Gwendolyn Powers. Make the right decision. We both know what it is."

It was a near impossible situation. Either Gwen used her abilities to get away, which SHIELD would question, or she go along with Loki's plan in hopes of getting more answers. But, Gwen knew she wasn't a spy. Someone like Natasha would have been able to get out of a situation like this not only unharmed but with a shit load of answers. However, espionage was not Gwen's specialty. Science was her specialty, and science was not going to get her out of that room. Instead instincts were.

She clenched her fists and sent the trunk flying through the air, taking down Loki in the process. He wasn't unconscious, but he was surprised and that was all she needed. In his moment of weakness she took off past him and out the door, her fight or flight instincts not caring about graving the Tesseract and instead just telling her to get the hell out of there.

Out the door she flew, closing it and making it sure it locked. Taking a step back, she tried to calm her rapid heartbeat. Her face and palms were sweaty, her whole body shaking uncontrollably. After taking a deep breath, she took off down the hall, prepared to tell someone that Loki of Asgard was back on Earth.

* * *

><p><em>AN: So, anyway, the plot twist was probably very anti-climatic for those of you that have read the original story. I hope it was a surprise for all you new readers. I couldn't help myself but keep this one in there because I loved it so much, considering I wrote it when I was fifteen and now I'm eighteen. Weird, huh?_


	4. Everybody Hates Loki

**Freedom Lies In Being Bold**

**Chapter Four**

**Everybody Hates Loki**

_"A true hero is not someone who thinks about doing what is right, but one that simply does what is right without thinking!"_

_-Kevin Heath_

* * *

><p>In all her life Gwen had never run as fast as she did when trying to reach the control center in hopes of finding Hand.<p>

In hindsight, she should have started screaming bloody murder, but she knew that would only make things worse. There was no doubt in her mind Loki escaped the room by then, along with the Tesseract. More than likely there was nothing they could do but start a search.

Gwen ran up to the sliding glass doors, the camera recognizing her and allowing her access inside. Those who worked the night shift were in their chairs, monitoring signals and communications. She wasted no time in getting their attention. "I need to speak to Agent Hand now - Loki's in the Hub with the Tesseract." They stared at her blankly. "I said now!"

Immediately they called for Hand to be brought to the control center. Gwen waited impatiently, pacing the length of the room until the doors opened again to find Hand as well as Agent Ward coming into the room. Both of them looked tired, but they had arrived in enough time to suggest they hadn't been sleeping before Gwen's encounter.

"This better not be a joke," said Hand. She strode forward, the neon pink in her hair visible from the way it fell over her shoulders.

"I swear it's not," said Gwen. She realized she was shaking, both from fear and from not having her ability under complete control. "I can show you the room; I locked it but I doubt it trapped him. He was posing as Agent Maxwell the whole time."

Hand nodded. It seemed that if she didn't believe it, she still wasn't taking any chances. She turned to Ward. "Start a facial search. Go through the Hub first, then start outside. I want to know where Loki is and what he's been doing the entire time he's been here." She faced Gwen. "Take me to the room."

Just as Gwen expected, it was empty. The trunk remained, though, now open and on its back. Hand looked around. "There's no camera in here."

"He probably got rid of them," said Gwen. "He's a god and it seems he had this planned for a while." She noticed Hand was eyeing her suspiciously. "What, d'you think I was involved in this? I told you people that there was something off about Maxwell and none of you listened!"

Hand didn't answer. She took out SHIELD's version of a walkie-talkie, which was a small black device, and held it too her mouth. "We're in storage room 428. There's no cameras inside. Check the ones outside the room."

"Yes, ma'am," came Ward's voice from the other side.

"What do we do now?" Gwen asked, following Hand as she walked outside of the room.

Hand came to a stop. "We wait."

Gwen frowned, tilting her head. "Shouldn't we tell Fury? Let everyone in the world know to look for him?"

"Last time he wanted a show. We don't want to give him any attention this time."

"But that's what he wants!" She felt like stamping her foot like a two-year old who didn't get her way, but refrained from doing so. "Agent Hand, if he wanted to be the center of attention, he wouldn't have disguised himself as another agent for weeks. He was trying to get close to me, get under my skin - he wanted me for something, but I don't know what."

"We're just trying to play it safe, Doctor Powers. Is there anything you can tell us that might help the search?"

Gwen shook her head. "I'm sorry. He was really cryptic all the time. All I know is that he was interested in me for some reason."_ Yeah, because I could probably control the Tesseract with my ability and if I was on his side we'd be unstoppable. My question is how did he find out about me? _Something that also irked Gwen was how she didn't realize that Maxwell had been Loki the whole time. His presence had always been sinister to her, but it had never been enough to raise alarm. It made her skin crawl to think about the fact he knew what she could do, what she was capable of. To think that someone so dangerous had been close to her, _inside SHIELD_ – the agency was a lot less safe than she originally thought it was, and she had never thought too highly of it.

"Do you have any ideas?" Hand asked.

"No." Lies. Gwen was getting better at lying. She supposed it was fitting, working for SHIELD and all. That didn't mean she was comfortable with it. "He's out of his mind. I could've just been in the wrong place at the wrong time."

"That's true."

Gwen paused. "You know, he did manage to brainwash dozens upon dozens of SHIELD employees and nearly start a war between Earth and extraterrestrial life. Plus he's a Norse god. He doesn't need help from someone like me to do what he wants."

"But he wouldn't have nearly started a war if he hadn't gotten help when he first arrived." Hand crossed her arms and tilted her head to the side just slightly. "You _are_ working with the people he brainwashed. He could have seen you as a prospective target."

Clenching her jaw, Gwen fought back the urge to use a long string of swear words. "You can watch all the security footage of me in my office and in the labs. Even the footage from in my room." She raised her eyebrows when Hand shifted, letting her arms fall to her sides. "Oh, I know about the camera in there. Or should I say _cameras_? I know Fury doesn't trust me right now, and by association SHIELD, but that doesn't mean you have to invade my privacy like that. But now I can use that to my advantage; watch all the footage. The only times I talked with Maxwell – Loki – was when he approached me and not once did I ever try to work with him on _anything._"

"He made cameras disappear. Who's to say he can't change what's been recorded."

Gwen was about to retort when Ward came walking down the hall. "Agent Hand, we're having some technical difficulties. It seems before he left, Loki shot a virus through the Hub's whole system. It's going to take a while to recover from it."

Hand nodded. "Send word to Fury. We need more IT workers here." She turned to Gwen as Ward walked away. "I'm not going to lie to you, Doctor Powers. You are, as of right now, the number one suspect as to how Loki got into SHIELD and how he got out." Hand kept talking, even when Gwen opened her mouth to defend herself. "However, since there is no evidence, we can't put you in holding. If you're innocent like you say you are, then I suggest you be innocent." The suggestion was less implication and more warning. Gwen didn't say anything as Hand spun on her heel and followed Ward down the hall. Heartbeat racing fast, Gwen turned in the opposite direction, just to walk away from the scene even though it meant walking away from her quarters where she very much wanted to be.

How _dare_ Hand accuse her of being in cahoots with Loki. Sure, Gwen understood where the accusation was coming from. She was sure Fury ordered Hand to watch over her and make sure she wasn't lying and covering for herself. _Goddammit. They probably think I had something to do with Agent Thorn dying in that plane crash, too._ Not once before or after the accident had Gwen lied to SHIELD. She had snooped around where she wasn't supposed to, yes, but it wasn't necessarily against SHIELD protocol, not when she used the identification of SHIELD agents with a higher clearance level than her. She never used their identities for too long or too often to refrain from raising suspicion. She hoped to God that Fury would never find out about any of that; she would probably lose her entire job but also be put away just for knowing SHIELD secrets she wasn't supposed to know.

Gwen heard footsteps following her and was ready to turn around and start yelling at whoever it was, but stopped her voice in her throat when she saw it was Steve. She calmed down immediately and let out a deep breath. "I'm sorry about that. I just...I told them-"

"I understand," he said. He looked genuinely concerned. "I heard about what happened."

She looked up and met his gaze, licking her lips. "You don't think I was working with Loki, do you?"

Steve shook his head. "It doesn't make sense. To me it seems like SHIELD's paranoid. I fought the guy; I know what he's capable of."

_Tell me about it_. "I'm such a fuck up sometimes." Gwen leaned her back against one side of the hall and slid down, letting her legs stretch out in front of her, though forcibly as her pencil skirt didn't allow them to bend all that well. "How could I have not known Maxwell was _Loki_? I knew he was up to no good, but not _this._"

"We all make mistakes." Steve sat down next to her. "It's not like you wanted this to happen."

"But they'd believe me more if I hadn't lied to them when I was in Chicago."

"If they didn't trust you, then why did they bring you here?"

Gwen thought for a moment and when it came to her, she let her head fall back and hit the wall. "I fucking hate SHIELD sometimes."

"Why?"

She laughed ruefully. "I wondered why they wanted me here and not just work at HQ. They wanted to monitor me." Shaking her head, Gwen sighed. "I think Loki wanted me for something. That's why he was stalking me."

"What would he want you for?"

She shrugged. "No idea." Another lie. But he wasn't the only person she told that one to. He just happened to be a person she was lying to prior to this. "Maybe he wanted me for my smarts or something."

"He could've gone after Stark for that."

"I don't think he would've had the patience to tolerate Tony." Gwen grimaced. "I think he had fun with me. He liked to toy with me and get me riled up." _Now I know why._ "It was like a game to him. Just one sick game."

"And how does that make you feel?"

Gwen furrowed her brow and turned to Steve, smirking slightly. "Are you trying to put me in the patient's chair again?"

He shrugged, smiling to himself. "You seem a little tense. Well, really majorly tense." He looked into her eyes, blue meeting blue. "I know we haven't known each other long, but if there's anything I know about you, it's that you keep things bottle up inside. Sometimes talking about things makes life a little easier. I feel better after we talk."

"That's because I always follow the humanistic approach with my patients. Openness and unconditional regard are key to that. You're supposed to feel that way."

Steve shook his head. "I don't think it's that." He paused, perhaps looking for words or searching for a line he didn't want to cross. "You're a lot better than you think you are, Gwen. You act like you're some monster in a little kid's closet." His eyes darted downward and he licked his lips. "You're so much more than that."

Gwen bit her bottom lip and noticed how she was a lot closer to Steve than they had been when they sat down. This startled her and she moved away, taking a deep breath. "Talking about things doesn't help me all that much."

"Well," said Steve. "Maybe you just haven't found the right person to talk to."

She faced him again and realized he was partly right. His implication was spot on; there were people she could talk to: Tony, Pepper, Natasha, Clint. But they all had their own problems, their own drama. Gwen wasn't weighed down like any of them were. She had friends, but only stayed in contact with them the minimal amount so she wouldn't be too attached. Not to mention how she abandoned her family. The person she had been the closest to was Phil, but he was gone. He would've listened. He would've heard her. But she waited too long, and now she didn't have the chance to let him hear her. But if Steve was partly right, he was also partly wrong.

She had found the right person to talk to. For some strange reason, the famous World War II hero sitting next to her, the man who went from being a small, unhealthy kid to a complete beefcake, the soldier that was frozen for _decades_, just happened to be the person she felt she could talk to. It was like fate, if Gwen believed in that kind of thing, had decided to put them both through such torture, only to have them find each other. She felt like shaking her head at such a bizarre thought. Fate didn't control her; only she had that power.

"Oh, I dunno," said Gwen at last. "I think the right person to talk to has been here all along." She smiled at him and wished him a goodnight before heading back to her quarters.

It wasn't until she was lying in bed that she realized her headache was gone.

* * *

><p>A few days went by with no sign of Loki. It was different from the first time he was on Earth. Then he had wanted to be found, but now he wanted to be hidden. It was just like Gwen had predicted. When she wanted to know the progress of the search, Hand told her it was classified. Gwen doubted it, but she figured she better be a good girl and not question. She expressed her aggravation to Simmons, but the biochemist sided with Hand.<p>

"I just don't get it," said Gwen to Clint and Natasha in the mess hall. For once Gwen had left her office for lunch needing to vent to someone other than Angie. "What would Loki want with me?"

"You're smart," said Clint, sticking mashed potatoes in his mouth. "You know about brainwashing. Maybe he thought you could help him."

Gwen unconsciously cracked her knuckles, shaking her head. "No, that can't be it. He doesn't need information. He lured me with the Tesseract; he wanted me to do something but I just don't know what."

"Beats me." Clint continued to stuff his face with the mashed potatoes.

Gwen eyed him warily. "Clint, have you been taking your Prozac?"

He didn't look up. "Of course I am."

Natasha opened her mouth to let out a sigh, giving him a look. It told Gwen everything. "Why aren't you taking them?" she asked.

Clint shifted in his seat uncomfortably. "Because I'm having...side effects."

Raising her eyebrows, Gwen leaned her elbows on the table and clasped her hands beneath her chin. "You're supposed to get medical attention if you're having side effects."

He shrugged. "It's no big deal."

"What are the side effects then? Maybe I can help."

"Like I said, no big deal."

Natasha answered for him bluntly. "He can't get it up."

Clint slammed his fist on the table. "Dammit, Tasha!" He looked around and narrowed his eyes at a younger agent who was staring. "Take a picture, it'll last longer."

"Wait a minute," said Gwen, looking between the two, "does that mean you're-"

"We've been sleeping together for a year," said Natasha. "He's never had this problem before."

"Oh, God, this is the worst," Clint mumbled, leaning away from the table, hanging his head back.

"Clint, this is serious!" Gwen exclaimed. "You need to tell your doctor! Especially if this didn't happen the last time."

Natasha sighed. "He's too embarrassed to tell anyone."

Gwen narrowed her eyes at him. "Clint, you're a spy for the biggest intelligence agency in the world and you're too embarrassed to tell your doctor that you have no libido? Get over it! This is important!"

"Why do I have to take that shit anyway?" He stuck his fork into what was left of his potatoes as if it were an arrow and his food was the enemy. "It's not helping."

"It doesn't start working automatically, you know that. You're just being impatient."

"And a baby," Natasha muttered under her breath.

Gwen took a deep breath when she realized her constant headache was getting worse. "Listen, either I tell Doctor Ames or you do. He'll prescribe something else. Regulating your serotonin levels now is imperative. It could prevent you from having anymore outbursts of aggressiveness until we find a more permanent solution." Gwen gasped as an idea smacked her in the face. "Oh my God, Loki has the Tesseract."

Both agents frowned at her. "Yeah," said Clint, dragging out the word. "You're the one that told everyone."

"You don't understand." Her lips curved into a smile. "That could be the key to fixing you! The scepter is powered by the Tesseract; if I can understand its power then I can understand what happened to you."

"Why can't you just use the scepter?" asked Natasha. "It's in SHIELD custody, isn't it?"

Gwen nodded. "It's being studied by people underneath the Capitol Building and I don't have security clearance to look at it myself."

Clint frowned. "Can't you just tell Fury that you need to look at it for research purposes?"

"After Hand names me Loki's possible accomplice? I doubt he'll even let me leave the Hub, even when I'm done with Project Rehabilitation." Gwen sighed. "What I'm saying is that if we get the Tesseract back, obviously SHIELD's gonna want it to go back up to Asgard. But the thing is, it's the Tesseract's energy that did the brainwashing. If I could understand its power, I could find a way to reverse all effects and essentially flush it out of your system."

"That sounds painful and invasive."

"Maybe I won't have to do so much if you would just suck it up and take your meds," Gwen snapped. Clint muttered something under his breath that she couldn't hear, but it seemed Natasha could as she kicked his shins. "Anyway," Gwen continued, "all I can hope for is that Hand stops accusing me of working with Loki and we actually get our hands on the Tesseract." She moved to get up, but kept her gaze on Clint. "In the meantime, I want you to talk to Doctor Ames about other possible treatments. If I ask Natasha if you're taking medication and says no, I'm coming after you, mister."

Clint laughed. "I'd like to see you try."

Oh, he had no idea.

* * *

><p>It was a week since Loki's appearance and disappearance when Gwen couldn't take it anymore. While Clint had talked to his doctor and got prescribed new antidepressants to help with his problem, the search for Loki was going nowhere. Not even a sign of the Tesseract could be found.<p>

"We'll have to bring in Stark," said Ward in the control center.

Gwen had thought about calling him in, but she hadn't heard from him since before he supposedly went to Green Valley. She felt bad she still hadn't done any research for him, but it worried her that he was silent for so long. Part of her was ready to contact him, but she knew SHIELD was monitoring her even closer now. If she slipped up even just a little she would be screwed.

"And Banner, too," agreed Hand. She turned to Gwen. "You're close to both of them, yes?"

Nodding, Gwen stuck her hands into her lab coat pockets. "Yeah, I am. But I don't think bringing them here is a good idea." When Hand's eyebrows went up, Gwen scolded herself inwardly. _Dammit, dammit, dammit! Now they're even more suspicious of you._ She was about to defend herself when Natasha spoke up.

"We can't do things like earlier this month," she said. "Loki's ready for all that, and probably more. We need to lure him out of hiding."

"How?" asked Ward. "The guy's invisible. He might as well be on another planet."

"He could very well be on another planet, Agent Ward," said Hand. "Over a week and no sign of him."

"We could use Doctor Powers," Natasha suggested.

This got Gwen's attention. She shook her head fiercely. "No, no, no, I don't want to be a part of that."

"Why not?" asked Hand.

A SHIELD trademark loaded question. Not surprising. However, it was effective. Gwen bit the inside of her cheek to control herself. Once she had thought about what to say, she said it. "I'll help in any way I can."

"Good. We'll have to come up with a plan." She glanced at Gwen. "I'm sorry, Doctor, but you can't be a part of the planning. It would be best-"

Impatient and frustrated, Gwen interrupted her. "I know, I understand. Go plan away."

Hand eyed her for a moment before continuing. "Ward, Romanoff – with me." Natasha gave Gwen a fleeting glance and what seemed like a wink before following the other two out of the control center.

Letting out a deep sigh, Gwen headed back to her office. She saw Angie behind her desk, typing away on the computer, most likely arranging schedules or getting back to people who were trying to contact Gwen. Arms hanging loose, Gwen strode up to the desk and tapped the wood with her fingernails. "How's it going?" she asked.

Angie looked up, startled. "Sorry! I didn't even hear you come in. I was just so caught up in something that I think you'd really like to see."

Raising her eyebrows, Gwen walked behind the desk and crossed her arms, looking at Angie's monitor. On the screen was a memo sent out to everyone working in the Hub – everyone but Gwen.

_No one outside the Hub is to hear of Loki and the Tesseract. Anyone who disobeys this order will be punished accordingly_.

"Oh my God," Gwen groaned. "Why is this not surprising? So does that mean Fury doesn't know? I heard he went back to the Triskelion after I got here."

"He did," answered Angie. "This memo was sent out the night you had your run-in with Loki. All communications to and from the Hub have been disconnected because of the virus Loki sent through the system. IT is still working out the bugs, but I found this." She pulled up a document which was an encrypted message sent to Fury. "I'm not the best with decryption, but I managed to get the gist of this message." She looked at Gwen. "Hand told Fury that the Hub is simply having a computer malfunction. And somehow, Fury believed it."

"He trusts Hand," said Gwen. "It's why she's the head here."

"Exactly. And for some reason she's trying to clean up the mess before he even knows it existed. The problem is that it's a pretty big mess and he's about to walk through the door and slip on it."

"So even if we wanted to tell Fury, we wouldn't be able to?"

Angie shook her head. "Everyone's being watched. However, sometimes things go haywire." She smiled and pointed to the camera inside the room.

Gwen caught her drift and laughed. "Man, you're good. You should've been something other than an assistant slash receptionist. SHIELD could use computer smart people like you."

"A lot of people could use computer smart people like me. I prefer to stay off the radar."

"Understandable." Gwen turned back to Angie. "Hand wants to use me as bait to get Loki to come out of hiding."

"That's terrible! What if you get hurt?"

"I have a feeling she doesn't really care. I'm not the only clinical neuropsychologist in SHIELD. I may be good, but I'm expendable."

Angie frowned. "Don't say that. It makes you sound worthless and sad."

"Well, according to SHIELD I _am_ worthless and sad." Gwen thought for a moment. "What time is it?"

"Uh, let's see – nearly eight. Wow, I must have been _really_ distracted." Angie bent down to grab her bag but stopped when a video of a room popped up on the screen. "Wait, what the-"

"_Holy shit_," Gwen muttered, eyes wide. She leaned closer to the screen as if she could find something that would make the truth not so true. "That's – that's my brother's apartment. Why is there a video of the inside of my brother's apartment on your computer?"

"There isn't."

The air on the footage shimmered until a person was visible.

Loki.

Gwen felt herself shaking. "Jesus Christ, what's he doing in Dev's apartment?" She shivered as he smiled at the camera, Tesseract in hand. He looked to the side. Along with his movement, the camera turned to face what he was looking at. Gwen balked in horror when she saw that one Dev's white wall was writing. It was all written in red.

_YOU SHOULD HURRY_

Gwen took the advice to heart. She barely heard Angie calling for her, telling her to wait. The halls were a blur as she ran down them, finding the door to Clint's quarters and knocking fervently. She bounced on the balls of her feet until Clint came and opened the door. He was shirtless, which Gwen honestly didn't mind one bit, and his hair was wet.

"If you're gonna knock so much you might as well just break down the damn door," he said, annoyed.

Gwen didn't hesitate to respond. "Loki's in Dev's apartment. I need you to fly me there right now."

His face turned serious and he nodded. "Got a plan in mind? It's not like we can just take off in a Quinjet without anyone noticing."

Gwen almost laughed. "Yeah…we can."

After Clint had put on a shirt and jacket as well as put his gun in a holster attached to his thigh, he followed Gwen to the hanger. There was one Quinjet available; just their luck. There were about a dozen guards aimlessly walking around holding guns at the ready, prepared for anything.

"I still don't see how we can get past them," Clint muttered to her.

Gwen chose to ignore him and concentrated on all of the guards. She could feel their energy, the way they felt and the way they breathed. She closed her eyes as she focused hard, purposefully disregarding the wetness she felt trickle from her nose. Grinding her teeth together and squeezing her eye lids tight, she pulled on a part of each individual guard and heard the thud of them all falling over. Gwen almost fell over herself, but Clint grabbed ahold of her. She was breathing heavily, having used a lot of her own energy to do what she did, but she had wondered if she was capable of knocking out people using her abilities. Thank God she was right.

"What happened to them?" asked Clint. He brought up her face to look at. "Shit, Gwen, your nose is bleeding."

She smiled weakly. "They're unconscious. I'd say give me a moment, but I don't know how long they'll be down and once they are, we're fucked." _Especially me. There was no way the cameras didn't catch that. _

He looked at her strangely, but acquiesced and helped her to the Quinjet. She lifted her hand and pulled on the back ramp, without touching it. The ramp came down and they both walked onboard. Clint sat her down in the co-pilot's chair and he pressed a button that made it close up.

"You gonna tell me how you did all that?" he asked her, taking his own seat.

Gwen laughed. "I will later, I promise. Right now we need to get to Dev's apartment. You remember where that is?"

He grimaced. "How could I forget?"

* * *

><p>Dev's apartment was located in a nice, recently constructed building on Fifth Avenue in East Harlem. Gwen had only been there a few times since her brother moved in, only one time being a personal visit. That had been the last time.<p>

There was a reason Gwen kept her family out of her life. Clint knew that reason very well.

In the Quinjet Gwen did her best to help pilot, but most of the job fell on Clint as she was still recovering from her actions prior and because she was in fact not a pilot. She took off her lab coat and threw it on the chairs on the side, only taking out her keys which included a spare key to Dev's apartment, wondering briefly if SHIELD would come after them and if so, when. But she tried not to dwell on that. It only made her more anxious.

Her main priority was Dev. She prayed that Loki hadn't hurt him or worse – worse having several different possibilities.

Clint had put the Quinjet in stealth mode, meaning that it made less sound, but used up more power. He landed the jet on top of Dev's building, Gwen knowing the way down through the roof door by heart. When they had safely landed, Clint got up the same time as her and she stopped him. "I need to do this alone," she said.

He shook his head fervently. "No, there is _no_ way I'm letting you go in there alone."

"Clint, not only is this about me, but you hold a grudge against Loki. I don't need you going into an aggressive state when I'm trying to negotiate for my brother's safety."

"You don't have any training or weapons or _anything_. Gwen, you're defenseless if he tries anything."

She frowned. "Uh, who knocked out a dozen guards without even touching them? Because I think that was me, not you." She put a hand on his shoulder. "I'm sorry, Clint. If things go south, then they go south. This is my problem, not yours." She stood, slowly at first to see if he'd stop her. Opening the back by button, she started walking toward the exit, heels clicking on the ground.

"I'll watch out for any incoming SHIELD aircraft, but I can't guarantee I'll be able to stop them without committing treason."

Gwen looked at him over her shoulder. "Then don't attack them."

"You know this is a trap, right? He's just using Dev to get to you."

"I know." When he had no response she walked out of the Quinjet and heard the ramp close behind her as she walked toward the roof door.

The air was chilly on top of the building. Gwen's short-sleeved chiffon shirt did no good in keeping her warm. Goosebumps rising, she hugged her arms close to her until she got to the door, opening it and walking inside. She closed it behind her and took a deep breath as she began down the stairs, counting the floors until she reached the 34th floor of the 42 story building. Walking down the hall, she could feel the Tesseract's presence as she got closer and closer to Dev's apartment. Its power pounded through her veins and made her head throb like it was giving a drummer a run for their money. When she reached Dev's door, she rifled through her keys. Once she found the right one and used it, she stepped into the entry foyer.

The light in the living room was already on, though the moonlight shining through the wall made of windows to the right brightened the room, so Gwen turned to the left and cautiously strode into the room, noticing that none of the walls had writing on. It wasn't necessarily surprising, but it sure was relieving.

Before she could say or do anything, Loki's voice from behind her made her freeze. "I knew you'd come," he said. "You mortals are awfully sentimental." Gwen turned to look at him and watched as he walked into the room like he owned the place and sat down on the leather couch, legs spread apart. "If only you cared enough to listen to his messages."

Frowning, Gwen felt her heart drop. "What?"

Loki smiled. It was smug, just like when he had posed as Maxwell. She still wanted to punch him. "He left a message on your phone exactly two weeks ago. You had left it on your desk."

She wanted to punch him even more now. "You listened to my phone messages?"

"Someone had to." He placed his hands behind his head. _He must be having so much fun messing with me. I need some sort of advantage._ "If you had listened to it you would know that Dev Powers is not home. He's actually in Paris with his boyfriend Darren and in case you forgot, he and Bethany broke up over a year ago. Apparently you are not skilled at knowing what the people you claim to love are doing."

He was in Paris? So Dev wasn't even there? _It's official. I'm a moron. I wonder who's going to kill me first, Clint or Fury. _"What d'you want with me?" Gwen asked. Her voice was a lot smaller than she meant it to be. She groaned inwardly at the sound of it.

"What do I want?" Loki repeated. He laughed. "I am no simpleton, Gwendolyn Powers. If I tell you my plan, then you would find a way to stop me. That's how it works, yes?"

Gwen suddenly recalled something she said to Steve. _It's like the same story of Thor and Loki._ She had referred to herself and Dev, how they were a far more functional pair of siblings than the Norse gods. If Loki was going to use her brother against her, she was going to do the same to him.

"Is that what Thor always did when you were kids?" she asked, attempting to remain calm.

It seemed Loki couldn't do the same. His hands went from behind his head to his lap and his smug smile fell. "What?"

"You heard me."

Loki stood. His height intimidated her more than she cared to admit, but she knew what backing away would tell him. She couldn't give him the upper hand, not now. "This is not about that oblivious oaf."

Gwen tilted her head. "Isn't it though? I mean, he got everything you wanted, right? And when you tried to have something for yourself you failed. He stopped you, just like he always has and just like he always will."

Loki was silent for a moment, but then smiled. "You can't trick me. I can see what you're doing." _Shit_. _Stay calm, Gwen._ "If you want to discuss family issues, then let us talk about what happened in your brother's old home, three years ago. The anniversary of your father's death."

"H – how do you-"

Loki had the advantage again. His smirk returned and Gwen's veins froze with horror. "Oh, yes," Loki taunted, beginning to pace around her. "I know how your agency found you here, Dev near death. Who was it that tried to hurt him?" Loki gave a fake look of thought. "The report you wrote said a burglar, but I have an inkling it wasn't."

She knew what he was doing, but unfortunately for her, it was working. The Tesseract's power was fueling her, making her stronger. The lights started flickering and some of the furniture started to shake. "You really want to know?" she asked him. "I did it. We were arguing, Dev and I. He was saying that dad never loved him; that we didn't need to go visit his grave together. But I knew that wasn't true and so I insisted. The arguing got bad and I hurt him, okay? Is that what you want to hear? That I hurt my brother and somehow he still loves me and wants us to be involved in each other's lives?" She scoffed, then raised her voice. "Just tell me what you want with me!" The lamp on the end table next to the couch was abruptly thrown across the room, shattering upon contact with the wall.

"This," said Loki. He was looking around the room with satisfaction. "I want this. Your power is incredible and you can use it to your advantage. Stop hiding yourself, Gwendolyn. Start _living_."

Gwen curled her hands into fists and squeezed her eyes shut. "Stop!" she yelled. "Just stop!"

"You could become a god – a goddess! Just imagine what you would be capable of if you learned to control yourself and become better than all these mortals around you! You could be their queen."

She opened her eyes. The ground was shaking and everything was in disorder. "I don't _want_ to be a queen." It was at the last second that Loki realized he plan was backfiring. Gwen focused all her power on him, sending him flying into the wall behind him. He landed on the back of the couch and thumped on the floor. She was about to flip the coffee table on top of him when a light that wasn't from the moon illuminated the room.

Gwen let go of her concentration and her anger in surprise as she squinted, trying to make out what was making the light. Putting a hand flat over her eyes like a visor, the thing out the window moved into a position in which she could then recognize it as a Quinjet. Underneath it and attached to its belly, the Gatling guns were warming up. She glanced behind her and was alarmed to find Loki missing from the room. Turning back to the Quinjet, Gwen tried to come up with a plan as the guns began to fire. Just before the bullets hit her, someone yelled, "Get down!" and she was forced to the floor with weight pressed on her back. She heard the guns shooting, breaking the glass of the window, sending the shards flying across the room. Gwen yelped and covered her head. She could hear bullets ricochet off of something, and whoever had forced her down was pulling her forward until they took cover behind a column that helped separate the living room from the kitchen.

Turning to her right, Gwen saw that her savior was Steve. He was dressed in regular, civilian clothes, yet still had his red, white, and blue shield attached to his arm. A red scratch extended across his cheek, presumably from one of the glass shards. She wanted to say something to him like _Thanks for nearly dying to save my life_ or _I'm sorry you almost got killed because of me_ but neither seemed sufficient. Besides, she was having trouble speaking considering SHIELD just tried to kill her.

The shooting came to a stop and Gwen looked around the corner to see the Quinjet having trouble. It wasn't hovering like any professional SHIELD pilot knew how to do; it was wobbling back and forth, as though it couldn't find a balance. She stood up despite hearing Steve call her name and she saw that the Quinjet was smoking from the engine. Something – or someone – had damaged it. _Three guesses who._ To her horror, the Quinjet began to spiral out of control. Eyes wide and heart hammering, Gwen stepped out into full view and put out both her hands, focusing on the Quinjet and nothing else. It was like she couldn't hear anything except the noises the jet was making: the alarm saying that the engine had been damaged and was failing, the alarm saying that the jet was about to crash, the alarm saying that they were about to crash into a civilian building, just a lot of alarms. Closing her eyes, she felt the Quinjet like it was in her own hands. She felt it freeze in place and then lowered her hands slowly, feeling it safely drift down until it hit the street below with a soft thump. Gwen's eyes opened and she looked out the window and down, seeing that the Quinjet had safely landed. She didn't even have time to smile at her triumph before she passed out.

* * *

><p>As Gwen slowly awoke, she realized she was some place unfamiliar. She faintly smelled something familiar though – an aftershave, she thought. Desperately she tried to recall the events that happened before waking up.<p>

Loki had been in Dev's apartment. They talked. SHIELD arrived. They shot. Someone saved her. It was Steve. She saved the Quinjet and blacked out.

Oh man Fury was going to _murder_ her.

However, wherever she was definitely wasn't any kind of SHIELD facility, judging by the fact she was on a soft couch, her head resting on the arm cushion. She heard movement nearby and turned her head slightly in hopes of getting a glimpse of who it was. In all honesty, she wasn't overly surprised to see Steve in the small apartment sized kitchen, squeezing the water out of a towel. She couldn't help but notice the water was red, as well as the fact he was wearing a tight, white t-shirt that showed off his well-defined muscles. _No, Gwen, not now. Definitely not now._

"Steve?" she asked, sitting up as best she could. Pain shot through her abdomen and she cringed. Lifting up her shirt, which had been untucked from her skirt, she found bandaging on her stomach. She moved to look underneath it, but he stopped her.

"Hey, don't touch that," he scolded her, leaving the towel at the sink and hurrying over to her. She moved her hands away and sat up completely, her side leaning into the back of the couch. He slowly sat down beside her. "How d'you feel?"

Gwen thought for a moment, looking down at her wound. "In pain, I guess." She looked up. "What happened? Did I get shot?"

"Once, somehow. The bullet wasn't too far in there and you were kinda unconscious pretty deeply so I got it out." He rubbed the palms of his hands on his upper thighs, not meeting her eyes. "That's all I did though, so don't worry-"

"I'm not worried," Gwen replied. She eyed the bandage on his arm and saw that the cut on his face had faded for the most part. "You okay?"

He glanced at the injury with apathy. "I'll be fine. Super soldier, remember?" His face turned serious as he met her gaze. "Gwen, I think there's something you're not telling me."

She shifted in her seat, her being the one uncomfortable now. "I know."

"You said we have to trust each other. There's obviously a reason you were able to save that Quinjet."

Gwen took a deep breath, her heart pounding in her chest. "There is."

He paused. "Do you...want to tell me?"

She nodded. Lord knows she wanted to tell him. But it was hard. Once he knew, there was no going back. It was her deepest secret, one that people could take the wrong way. If they did, she would be locked away for life. Sighing, Gwen knew it was time to just let it out. SHIELD was going to question her on this, too, and it was better if Steve found out through her than through someone like Fury. "I can...manipulate energy. It's sort of like telekinesis. I think it's called autokinesis or something. I don't know. Anyway, everything has energy so I can do what I want with anything. But sometimes it's hard to control. When I do, though, I can do things like what I did with the Quinjet. When I don't, I do things like I did in Chicago."

"And what did you do in Chicago?"

Gwen grimaced. "I hurt some people. Wrecked an entire lab. It's why Fury doesn't trust me right now. I had my friend, Agent Thorn, cover it up. But Loki was there when it happened. He was silent about it, or at least I had thought he was. While he snitched to Fury about what happened, he kept the footage as blackmail or something. I don't know why he had it." She sighed. "I've been like this all my life. For some reason it gives me really bad headaches. If I'm calm then it's not so bad, but I'm not exactly a calm person. It's why Tony and Bruce work in making me medication to relieve the headaches and make me calmer, but Fury found out about that too."

"How does your head feel right now?"

"Right now? Like it was hit with a semi. But I can deal." She looked up at him. "How did you know I was there?"

"Well, Angie came and found me, all panicked. She said you had gone to do something reckless and that apparently you've done reckless things before." Gwen bit her bottom lip in guilt. Steve continued. "So she said to go find Barton or Romanoff which I tried to do but Barton was gone and Romanoff was busy. Angie said that meant you were already gone, so I went to the hanger and found a bunch of unconscious guards and no Quinjets."

Gwen frowned. "Then how did you get here?"

"I just happened to be lucky. I was about to go tell someone about everything when Barton arrived."

Gwen bit her tongue, already coming up with a million things to yell at Clint about, including the fact he totally abandoned her.

"Anyway," said Steve, eyeing her warily, "he summed up everything and I flew with him just in time to find the right apartment and save you."

She shook her head, looking down and playing with her fingers. "You didn't have to do that. Angie shouldn't have dragged you into this."

"If she hadn't you'd be dead." It was the truth. It was a scary truth. In her surprise, she had frozen and the organization she worked for nearly killed her. "So is this why Loki wanted you?"

Gwen nodded. "I'm pretty sure. I think – I think if SHIELD hadn't showed up, I would've killed him. I would've destroyed the whole building. I was absorbing the Tesseract's power. It was making me stronger." She pinched the bridge of her nose between her thumb and her middle finger, giving a humorless laugh. "That's what he's been planning this whole time. You know, I think he never stayed in Asgard. He had a backup plan and this was it. That's why he gave up so easily – because he knew I existed. Clint probably told him."

"Well, he's gone now," Steve reassured.

"How long was I out?" She looked toward a nearby window, but the drapes were drawn.

"Only a few hours. Barton went back to the Hub with the other agents and I brought you here before they could find you. I thought it might be better if you woke up somewhere that SHIELD wasn't involved. I hope you don't mind."

Gwen smiled fondly at him. "I don't mind at all. Thank you, Steve." She took a deep breath. "So the agents are okay?"

He nodded. "You saved their lives. And the lives of everyone that the Quinjet would have crashed into."

"Do you know how they knew I was there? I mean, why would they be shooting into an apartment?"

"I'm sorry, but I don't know. Someone must have figured it out. Maybe they didn't realize you were in there."

Her blood began to boil. "It's ridiculous. I mean, if they had traced Loki to that apartment, what if my brother had been there?"

Steve frowned. "That was your brother's apartment?"

"Did Angie not tell you? Loki lured me there, but it turns out Dev's in Paris with his new boyfriend. I think he planned to turn me to the dark side, but he didn't ask nicely."

"The dark side?"

Gwen raised her eyebrows, biting her bottom lip. "All this time you've spent in the twenty-first century and you haven't seen any Star Wars movies? What do you even do all day?"

He laughed, smile bright and reaching his eyes. "I'll make sure to add it to my list. I think Angie mentioned it a while ago."

"That's right. Make sure you write Star Trek, also."

"Is there a difference?"

"Uh, _yeah_, there's a difference. They're completely different franchises. Angie told you that."

"I'll make sure to note that so I remember for next time." His smile faded and he turned serious. "You had said that your brother was adopted because your mom didn't want to put another child through what you went through."

He didn't even need to ask the question. Gwen could figure it out. "The headaches started when I was a baby. I cried a lot; my mom never knew why. My dad just always said it would be okay. When I would lose my temper I would start to throw things around the room or change their makeup like turn solids to liquids or vice versa. I couldn't control it at all, but I was so small that I couldn't help it. Now I can control it better. Not much better, though." Gwen gave a small laugh. "I learned how to sense people. Everyone has a different energy about them, so I can always tell when it's them when I actually try to sense people."

"But it takes some energy out of you, right? Like with what you did before?"

Gwen nodded. "Yeah. But it doesn't take as much out of me." She licked her lips and leaned forward. "Thank you for showing up, Steve. You're right; if you hadn't been there I would've died."

"It's my job. I'm Captain America, I'm supposed to save people."

She grimaced. "I don't know if I'm supposed to be saved."

"You are. And once you realize that, you'll be a lot happier."

Without thinking about it, Gwen moved forward and wrapped her arms around his neck in a tight embrace. He only took a short moment to respond, gently returning the hug as she buried her face in his neck. "Where have you been all my life?"

He laughed. "Frozen in an ice-cube. But I'm here now."

That was all she needed to hear.

* * *

><p>Gwen managed to get a few hours of sleep in Steve's apartment. He offered to give up his bed for her, which she obviously declined, but he insisted as he didn't seem to be sleepy at all. It was strange sleeping in his bed, noticing that the familiar aftershave she had smelled before was from Steve. It smelled like something one of her grandfather's friends used to wear, yet somehow it was far more appealing on Steve. Actually, everything was more appealing on Steve. <em>Dammit Gwen, he's your patient and one of the few good friends you have. Remember what happened after you dated Fitz? Yeah, exactly. <em>

Her feelings for Steve were really screwing with her. Of course she found him attractive and it didn't help that he was the sweetest guy on the planet. It also didn't help that the two related on a level that Gwen had never found before. Sure, there were plenty of SHIELD agents that she had met with that had similar experiences to her, but it was normally the same thing with every one of them. Something very bad had happened, they felt guilt and regret, had nightmares about it – the almost generic situation she had been trained in school to help with. But Steve's situation was so much different. Just like hers.

All she had to do was keep reminding herself that he was off limits. She had a rule: Don't date patients. The rule of don't date coworkers was added when things got awkward when her and Fitz broke it off, leaving Simmons very frustrated and annoyed. Now Gwen avoided him at all costs, which she _hated_ considering how great of friends they had been before dating. She didn't want that to happen to her and Steve.

When she woke up, she had the sudden realization that Dev's apartment was destroyed. Scowling, she knew he was going to be furious. More than likely SHIELD would pay for the damage, but she was still partly at fault. Part of her wanted to call him to let him know what happened, but she didn't want to ruin his vacation. It could wait until he got back.

When Gwen was ready, she and Steve left the apartment and were escorted to the military base by a SHIELD SUV. She remained quiet during the drive from her anxiety and Steve didn't push her, for which she was thankful.

A Quinjet was waiting for them, like when Tony dropped her off several weeks earlier. It felt like years ago. There was no Natasha to greet her or any other SHIELD agent. She and Steve were ushered from the car to the jet with very little words. Once they were seated, the back was closed and they were off.

Once in the Hub, the two were separated. He was to report to Hand while she was to report to Fury who had been called in especially for this. Gwen felt as though she was walking to her own execution as she was led by a lower level agent to Fury's office. The agent opened the door for her and she walked inside to find Fury standing behind his desk, hands clasped behind his back and his normally unreadable face looking furious. I'm so dead.

With a click, the door was closed and she was alone with a raging bull, her clothes stained a bright red like a target.

"Take a seat," he said, his voice surprisingly calm.

Slowly, Gwen approached the empty chair in front of his desk and cringed when she saw a small box sitting in it already. Knowing exactly what was inside, she picked it up and took its place, letting it rest on her lap.

"Open it."

She did, and found the bracelet she expected to find resting inside. Reluctantly, she pulled it out and placed it around her left wrist, letting out a deep breath as she did so.

"Let's get this over with," Gwen mumbled.

Fury raised an eyebrow. "Get what over with?"

"Y'know, the scolding. You yelling at me, telling me how stupid I am, how I should know better, blah blah blah."

He sat down, unbuttoning his suit jacket. "I'm not here to do that. I may have a lot of problems like a respectable Oscorp scientist turning into a giant lizard and a kid running around New York in spandex, but right now I just want to talk."

Gwen furrowed her brow. "What? But I screwed up. My brother's apartment is destroyed and Loki's still out there with the Tesseract. I knocked out a dozen guards for God's sake-"

"You're not a child, Powers," he said, interrupting her. "You know you did wrong."

"With all due respect sir, I don't think what I did was wrong. A bad idea, yes, but not wrong."

"And why's that?"

"I thought my brother was in danger. I wasn't going to wait for SHIELD to take care of it. Sometimes people just have to take matters into their own hands." To her bewilderment, Fury started laughing. She wasn't sure if she should feel offended or not. "What's so funny?"

"During World War II, Captain Rogers did the same thing. He saved the lives of over a hundred men." He clasped his hands on top of his desk. "Do you get what I'm saying?"

Glancing at the ceiling in thought, Gwen drew a blank. "No, not really."

He rolled his eye. "I'm saying that you did the exact same thing that Rogers is praised for in damn history textbooks."

"But the situations aren't equivalent in any way. He defied orders and nearly single-handedly broke into a Hydra facility in order to save those men. I stole a Quinjet and put people's lives in danger."

"And he didn't put any of those men in danger by breaking them out?"

Gwen shook her head, completely confused. "I really don't understand what's happening here. I mean, Loki asked me to join him. To be his goddess or queen or something."

"And how did you respond?"

"I sort of threw him against a wall."

Fury tilted his head. "That's right, another secret you've kept from SHIELD."

Feeling ashamed, Gwen looked down and refused to meet his eyes. "I'm sorry. I know it was bad to keep it a secret, this whole telekinesis – autokinesis – thing, but I didn't want to be on that list. I didn't want to be monitored."

"Well, I guess that didn't go the way you wanted it to." He gestured to the bracelet that was going to track her for as long as she had to wear it. "But to be honest, that was pretty damn impressive lying."

She frowned at him. "It wasn't really lying. It was hiding."

"Both are necessary qualities of a spy, an occupation that both Romanoff and Barton have told me is _not_ something that would work for you in a million years. To keep something so big from SHIELD is a very impressive feat. I should promote you for it."

Parting her lips to say something, but finding no suitable words, Gwen resorted to just staring at Fury in shock for a moment. "I – I am so confused now. I'm supposed to be getting yelled at right now, not praised. What exactly is the point of this conversation again?"

"To tell you not to ever be that impressive again."

She rolled her eyes. "Right. Typical."

"Powers, you're one of our best people in this agency's history. You need to – dammit, Powers, why are you crying?"

Gwen couldn't stop herself from blubbering a bit. She felt ridiculous for it, but it happened so suddenly. "I – I'm one of SHIELD's best people?"

Fury looked at her as if she had grown a third arm. "Why are you so surprised? Of course you are. Why else do you head most projects in your field?" When she sniffed and wiped the tears away, his face softened, or at least softened as much as Nick Fury's face could. "Powers, you put yourself down far too much. You're better than you think you are. Hell, if you were half as bad of a person as you think you are, you would've destroyed most of the world by now. Stop being a miserable pissbaby and start appreciating yourself."

_Man, I should get that last sentence on a t-shirt_.

"I'm sorry," she said, calming down. "I – I'll try to treat myself better."

"You're not gonna try, you're gonna do."

"Okay, Yoda."

"Don't sass me, Powers."

"Sorry, sir."

Although his tone had been scolding, there was a look in his eyes that suggested he wasn't as serious as he seemed. It was a strange sight, but it made Gwen feel like a whole weight had been lifted from her shoulders.

"So I'm guessing that Loki's the one that tried to send the Quinjet down," she said.

"Yeah, he used one of his tricks or something," Fury replied, leaning back in his seat. "What you did with that Quinjet saved the pilots' lives. And if that wasn't good enough, we've got a lock on Loki and the Tesseract."

Gwen's eyes brightened. "Really?"

Fury nodded. "You lured him out, just like he lured you. Agent Hand is very impressed with you. We're trying to be careful – we don't think he knows we know where he is."

"And where is he?"

"New Mexico. We believe he's looking for Jane Foster. You heard of her?"

"Astrophysicist, right?"

"Exactly. She's…involved with Thor. We've got her and her associates under protection at the moment if he makes a move. In the meantime we've called in Stark to help out and are trying to find a way to contact Thor to drag his stupidass brother back to the clouds. We think whatever you did to him must have weakened or injured him in some way. He's moving slow. It might be thanks to you that we catch him and put him where he belongs."

This made Gwen's heart feel a lot warmer. "That's good."

"You're damn right it's good." He leaned forward again. "Unless you got anything else to say, you're dismissed. In the meantime I want you to continue working on Project Rehabilitation. Once we catch Loki we'll talk about the next step, got it?"

She nodded. "Yes, sir." She got up and turned to leave the office.

"Oh, and Powers," Fury said to her back. "Don't forget, I've got my eye on you."

Smiling to herself, Gwen left his office and retreated to her quarters for a well-deserved shower.

* * *

><p>"So, on to more important things – has your sex life improved?"<p>

Clint groaned exaggeratedly, letting his head fall forward. "If she wasn't the Black Widow, Tasha would really regret telling you that."

Gwen chuckled, bouncing one leg unconsciously as she sat facing Clint in her office. Doctor Ames' notes sat on a clipboard on her lap indicating that Clint's switch of medication had stopped his little problem. In fact, it turned out everyone that was prescribed Prozac had had side effects they had never previously encountered while taking the drug. Gwen hypothesized that it had to do with the Tesseract's power affecting each person, though she wasn't one hundred percent sure how. "I'm sure you'd teach her a good lesson," she told him. "The PET scan you went through recently shows significant improvement in serotonin levels. How have you been feeling?"

"Better, I think," he answered, lifting his head and resting his elbows on his thighs. "Not as moody or aggressive. I haven't lashed out in days."

"That's excellent." Gwen wrote down some notes. "I think maybe you're starting to recover. How is your sleeping?"

He shrugged. "Not as good as I'd like it to be, but tolerable."

Clicking her pen several times, Gwen bit her bottom lip in thought. "Nightmares?"

"Yeah. But it's getting harder to remember them."

"Are you using IRT?"

"Whenever I can. It's helping, but I think it's going to take some more time."

"Good. I'm really happy for you, Clint."

She was _really_ happy for him. It was nearly a month since the Battle of New York, June having recently started. It had only been one day since Gwen arrived back in the Hub and she went back to work right away while still recovering from her injuries. She hadn't seen Steve yet, but he had an appointment after Clint and for some reason Gwen was nervous. It was the kind of nervous she got before doing something exciting like traveling to a new city or waiting in line to see the midnight premiere of a _Harry Potter_ movie. Part of her wondered if the butterflies in her stomach were going to eat her alive.

"You know what's going on with the Loki thing?" Clint asked her.

"Not anything you don't know. By the way, I requested you don't get sent out to help take him down."

His eyes widened and he glowered at her. "What? Why would you do that?"

She shrugged. "You're making significant improvement, but I don't think you're ready for fieldwork yet."

"Then why did you have me fly you to Dev's apartment?"

"You were the only person that could do it."

He scoffed, looking away from her with a rueful smile on his face. "Right, so you were using me. I'll have to keep that in mind."

"Clint, come on. If I wanted to use you I would've had you go into the apartment with me. You're the one that abandoned me, remember?"

"Touché."

Shaking her head, Gwen finished up her notes. "Anyway, you're not going with whoever they send. Fury said they're calling in Tony and I'm assuming they'll send Steve and Natasha, too."

"Hey, maybe they'll send you with them."

"Oh, God, I hope not. I don't want to see that creep for the rest of my life. I still don't know exactly what he wanted with me. I get freaked out when I think about it."

"Then don't think about it."

"Wow, thanks for the advice. I'm going to have to try that."

"Ha, ha. You're hilarious. Are we done here?"

She nodded. "Unless things change, I don't want to see you for another month."

"Geez, I didn't know you wanted to get rid of me so badly."

"_Anyway_, just keep doing what you're doing and you should be back in the field in no time."

He took a deep breath. "Thanks, Gwendolyn. I mean it."

She smiled softly. "I know. You're welcome. Besides, it's my job to help you, isn't it?" There was a popping noise coming from her computer alerting her from Angie that her next appointment was there. Gwen sat up straighter, the butterflies going to war within her. "Well, I've got another patient to attend to. You should probably get going."

"Man, you really do want me out of here." They both stood and moved to the door. "Who could possibly entertain you more than me?" Flushing as she opened the door and Clint made eye contact with Steve, Gwen prayed Clint wouldn't say something embarrassing. She was wrong. "Ah, so you prefer older guys now? That's a shame. I can see the appeal though, except for the whole old guy thing."

In the waiting room, Steve stood with his hands in his jean pockets, giving a forced smile. "Not your best, Barton."

"True." Clint walked out of the office and slapped Steve's back in a friendly manner. "Good luck, man."

Gwen frowned at Clint's words and looked to Steve who was letting out a deep breath, his face saying "I'm going to kill him later." She had seen a lot people with that face after encountering Clint.

"Hello, Steve," said Gwen once Clint was gone, stepping aside to let him in the office. She closed the door before Angie could make a comment and embarrass either of them even further. "How are you feeling?"

"Good, all things considered." They took their seats, Gwen stopping by her desk first to replace the papers on her clipboard with information on Steve. "And you?"

"Pretty good, actually. I had a nice talk with Fury yesterday."

He laughed. "A nice talk with him?"

"As nice as a talk with him could be. I got this though." She held up her left wrist to show off her bracelet. "It monitors me, just the thing that scared me the most. And now I'm on SHIELD's list of dangerous people. Also what scared me the most. But I guess I just have to deal."

"I'm sorry you have to go through that."

Gwen shrugged. "It's better than being dead, I guess. I'll probably only live until my brother comes home and finds out what happened to his apartment, so until then I should try to be calm about things."

Steve smiled. "Sounds like a good idea." He paused. "I didn't have a single nightmare last night."

"Really? That's wonderful! Do you think there's a reason?"

He shrugged. "I'm not sure. But I slept well, actually. It was…refreshing."

"I'll bet. Maybe you're starting to move on."

"Maybe." He looked at her strangely for a moment, like he wanted to say something else but wasn't sure if he should. For some reason the anticipation made her anxious and she was overly curious about what he was thinking about. If only she were a telepath. He opened his mouth to speak, only for all the lights and electronics in the room to flicker on and off. They shared a look and simultaneously stood and walked out of the office.

"Where are you going?" asked Angie. She huffed when they didn't respond.

"What d'you think that was?" Gwen asked as they walked down the halls side by side. "Some sort of power surge?"

"Or Loki changing his plans," Steve suggested. She noticed that his voice was different. Was this him going into Captain America mode? It made his voice deeper and God did she like it. _Gwen you are an adult for crying out loud, not some horny teenager. Get a fucking grip._

They both entered the control center to find that it was neither a power surge nor Loki changing his plans. Instead, a muscular blond god stood in front of everyone holding a scrawny man by the collar of his jacket.

And that man was Agent Elias Maxwell.


	5. As The World Moves On

**Freedom Lies In Being Bold**

**Chapter Five**

**As The World Moves On**

_"People have a hard time letting go of their suffering. Out of a fear of the unknown, they prefer suffering that is familiar."_

_-Thich Nhat Hanh_

* * *

><p>Every time Gwen had seen Maxwell's face, she had been angered. There had been something about him that made everything he did incredibly irritating, even when he wasn't trying to be. Now that Gwen knew the truth, she was able to recognize that it had been Loki all along. He had the same mannerisms that Maxwell did, or at least the Maxwell she knew. It was no wonder he took the place of the guy who had little friends and was starting out fresh in Chicago. No one would be able to tell that the real Maxwell was the kind of guy who you would find playing video games in his mother's basement, telling all the other players to suck his dick as he trolled them into rage quitting.<p>

"Let me down, let me down!" Maxwell shouted, his eyes wide and his limbs thrashing as he tried to make Thor release his grip.

Without warning, Thor let go and dropped Maxwell, who fell to the floor and quickly stood up, pulling down on his suit jacket and straightening his black tie. He looked around at everyone in confusion, just as they were looking at him. "What?" he asked. "Don't just stare, do something!"

Gwen was at a loss for words. So _this _was the real Maxwell? What the hell had he been doing? Why did Thor have him?

"This Midgardian claims he belongs to this agency," said Thor. "I have spoken with our Gatekeeper who has seen Loki among your people."

There was a silence as everyone regained their composure. Hand, who was standing off to the side and had leaned over the shoulder of someone watching a monitor, spoke first. "We know," she said. "We've tracked him."

Thor looked to her and then seemed to catch a glimpse of Steve. Smiling, the muscular god strode over to him and gripped one of his shoulders. "Captain! This cause may not be lost."

"Yeah," said Steve, giving a polite, toothless grin, "nice to see you, too, big guy."

In the meantime, Gwen approached Maxwell – the _real_ Maxwell – and grabbed a hold of his face between her hands, steadying him. "How long have you been gone?" she asked.

"I – I don't know. Weeks?" He finally looked around the room, his brow furrowing. "Are we in the Hub?"

* * *

><p>"We had placed Loki in a cell upon our return to Asgard. The Tesseract was placed in our weapons vault. I assume some time in there Loki used his tricks to put up illusions, trading places with your Agent Maxwell."<p>

They had moved into a conference room from the control room to have a discussion based on the recent findings. Thor stood, his hands fists, leaning on the table, as he told his side of the story. Clint and Natasha had joined the group as well as Fury, who was supposedly staying in the Hub until Loki was captured and returned to Asgard for good this time. Maxwell had been escorted to the medical bay to be treated as it appeared Asgard didn't treat their prisoners very well.

"How come he didn't say anything?" asked Steve from where he was casually leaning against a wall, arms crossed over his chest.

"He refused to speak," Thor replied. He shook his head, looking down. "We thought he was planning something, but nothing like this."

"It's not your fault," said Natasha. "Loki's smart. We should have guessed he'd have a Plan B."

"Now all we need is Tony, right?" asked Gwen. "Then you guys can go after him while he's still in New Mexico."

Thor stood up straight, his eyes going to her. "New Mexico?" He looked between Fury and Hand. "Is Jane-"

"We're keeping her safe," Fury assured him. "She just doesn't know it."

Nodding, but still looking conflicted, Thor scratched his bearded chin in thought. "Is there any particular reason my brother would choose Agent Maxwell?" Everyone's eyes seemed to automatically swivel to look at Gwen. Overwhelmed, she attempted to make herself smaller in her seat by sliding down a bit and hunching her shoulders. Thor caught on and raised his eyebrows. "What is your name, if I may ask?"

"Doctor Gwendolyn Powers," she answered. "I was working in Chicago where Maxwell was supposed to be stationed. It seems that Loki wanted me for something."

"I apologize for my rudeness, but what would he possibly need you for?"

"She has the ability to manipulate energy," said Fury. "Loki apparently knew this before SHIELD did." Gwen flinched as though she had been slapped.

Thor didn't notice and continued the conversation. "So perhaps with the Tesseract and this ability, he would be able to rule the Earth as he originally planned?"

"Perhaps." Fury picked up a file he had placed on a filing cabinet next to him and opened it, placing the pictures from inside on the table's center. Everyone leaned forward to look at them. Each photo was stills of surveillance footage showing Loki trying to disguise himself among a crowd of people. "This is the last sighting we have of Loki. As far as we know he's still in New Mexico and he's injured, but we know he'll make a move soon. What he wants with Jane Foster, we don't know."

"Maybe he's not there for her," suggested Clint. "Isn't Selvig with her?"

"Erik Selvig chose to drop his position as a SHIELD consultant and rejoin Jane Foster in her research," explained Hand. "We had asked him to join Project Rehabilitation in order help him post-brainwashing, but he refused. Since he doesn't officially work for SHIELD, we couldn't force him to do anything."

"What would he need Selvig for?" asked Steve.

"He was studying the Tesseract before Loki arrived," answered Fury.

A light bulb went off over Gwen's head, and it seemed the same happened to the others. "So that means he might be trying to find other uses for the Tesseract besides using it as a portal or using its energy for the scepter," she said.

"Then we should go after him now," said Natasha. "We know where he is and he's not expecting that."

"We're waiting for Stark to arrive before sending anyone out," said Hand.

"Why do we have to wait for him?" asked Steve. "We should go before we lose the advantage."

Clint nodded. "He's right, there's no point in waiting. How do we even know Stark's coming?"

"I talked to him," replied Fury as if this answered everything. It made Gwen a little jealous. She hadn't talked to Tony in a while now, but he talked to Fury? She was pretty sure that despite everything they went through, Tony still held some animosity toward the SHIELD director.

"If he says he's coming, then he's coming," said Gwen. She really hated trying to defend Tony when he had let her down before, but she didn't want an argument breaking out among everyone.

A new voice in the room broke the tension that already existed, but added new tension when everyone saw who it was. "I'd say that's what she said, but I have a feeling that would get me in trouble."

Gwen noticed Steve stand taller, nodding his head in a respectful acknowledgement. "Stark."

Tony dramatically whipped off his sunglasses and stuck them in the pocket of his thin, blue polo shirt. "Rogers." He turned to everyone else. "All we need now is Banner and we've got the whole gang back together in, what, a month later?"

"Can we start making a plan now?" asked Natasha.

"Nice to see you, too, _Natalie_."

She smiled at Tony. "Holding grudges isn't healthy."

"Who says I live healthily?"

Gwen bit the inside of her cheek. Either she was going to laugh or swear at him and she wasn't sure what was worse.

"First of all, Doctor Powers is going to speak to Agent Maxwell while we talk," said Fury. He looked to Gwen, his eyes telling her that wasn't just a statement but an order.

"Yes, sir," she replied. She locked eyes with Tony for a moment and he nodded at her. They were going to talk later. She could feel Steve's gaze burning into the back of her head as she left the room and headed toward the med bay.

* * *

><p>Sitting on one of the beds was Maxwell. Unlike when he arrived, Maxwell stared into nothing as a nurse removed a needle that was presumably used to take blood. She placed a small cotton swab over where she poked and stuck a Band-Aid over that. Gwen approached him when the nurse walked away, standing in his line of sight. The disruption got his attention and he looked her face, squinting his eyes.<p>

"You're Powers, right?" he asked. While it was the same voice she had heard a million times before, it no longer gave her chills. However that didn't change the fact she was still afraid of him, even if this was the real Maxwell.

Nodding, Gwen gently took his hands in hers. She did it to provide some comfort and to feel his pulse without him realizing it. She wanted to keep this conversation off his physical state. "We were supposed to be in Chicago together. You were being transferred just after the Battle of New York. Do you remember that?"

Maxwell looked away from her, brow creased. "I think so. There were all those aliens."

Gwen grabbed his wrist gently and felt for a pulse, counting under her breath. Everything seemed fine. "That's right," she said. "What's the last thing you remember before Asgard?"

"I was – I was in New York, about to board a Quinjet and then I heard a noise. No one else seemed to hear it so I went looking and then I was someplace else. I couldn't speak. It was like there was something over my mouth."

Gwen nodded. "Okay." She squeezed his hands, hoping that her presence made him feel better or at least not as bad as he probably felt. "Do you have any idea what Loki might be planning?"

He squinted his eyes again, clearly deep in thought. "I would hear his voice in my head sometimes. He told me that if I screwed everything up, he'd kill my mums."

"Where do your moms live?"

"Leeds, where I was born. He's not in Leeds, is he?"

Gwen shook her head. "He's in New Mexico. The Avengers are gonna stop him just like the first time. No one's going to hurt your moms. I promise."

"Good."

Gwen was interrupted by Tony walking into the room. "We're heading out," he said.

"Wait, you guys already came up with a plan?"

He frowned. "Yeah, why do you sound so surprised?"

"Just – that was fast. Clint's not going, right?"

"Right. He's pouting though. Maybe if he goes and lays an egg he can get his head out his ass."

Gwen cleared her throat to stifle the laugh that threatened to bubble up. _That was mean, Gwen. Yet so hilarious._ "I guess I'm staying here. Be careful, okay?"

"I'm always careful." He leaned close and talked low in her ear. "I found the hacker. Or his parents, anyway. I'll tell you more when I get back."

She nodded. He slapped her shoulder, nearly making her fall over, and left the room. Part of her wanted to go see Steve before they left, but it wasn't going to be that big of a deal, was it? She should have asked what their plan was. Turning to Maxwell, Gwen put a smile on her face. "I think you should get some rest, okay? We can talk more when you're not exhausted."

"He once said something about a person being mad."

"Loki? Maybe he meant himself."

Maxwell shook his head. "No, he meant someone else. I think he was scared of them."

Swallowing, Gwen nodded and called over some nurses to take care of him. She was going to have to have a word with Loki once he was captured.

_If_ he was captured.

* * *

><p>Gwen really didn't like having to wait so long. She had Angie cancel all appointments for the day and reschedule them as she just couldn't focus on one thing long enough. Her thoughts kept traveling to the others. Were they in New Mexico yet? Had they found Loki? Were they fighting him? There was just too many questions.<p>

Clint stayed in her office the whole time. He explained the plan to her, which didn't make her feel any better. Thor would approach Loki first to distract him, then Steve would knock him down. Natasha would cuff him and Tony would be ready if anything went south. Normally that would have been Clint's position. Gwen didn't say anything about that. She could already feel the animosity coming from him in waves.

"Are you worried about Natasha?" Gwen asked from where she sat behind her desk.

Clint glanced at her, twirling a knife in his hand. "Nah. She can take care of herself."

"So why do you want to be there so badly?" It came to Gwen all of a sudden. "Clint, this is exactly why I don't want you going, especially to fight Loki."

Clint swiveled his body toward her, setting the knife down beside him. "If anyone deserves revenge against that asshole, it's _me_."

"He brainwashed a lot of people besides you. Selvig getting revenge is as justifiable as you. However, I doubt he'd be going anywhere near Loki."

"Yeah, but I'm not afraid of him."

"Do you really think it'd be a good idea for you to go then? I mean, you could screw up the mission if you let your personal vendetta get in the way."

Clint scoffed. "Right. Because I'm only good at screwing up missions."

"I didn't mean it like that."

"I know, but you were thinking about it, weren't you?"

Gwen shook her head. "No, I wasn't. But clearly you were." She paused. "Want to talk?"

"No. I just want to forget."

She didn't know how to answer that, so she was relieved when the office door opened to reveal Fury. "They're back."

"What happened?" Gwen asked, standing immediately, heart pounding painfully fast.

"It was a success." Fury's answer provided her with some relief. "Loki's being transported back here to be imprisoned for interrogation."

"If you don't mind, sir, I'd like to speak with him."

He quirked an eyebrow. "Are you sure that's such a good idea?"

Gwen nodded. "I think I deserve to know what he wanted with me. Besides, I always interrogate the criminally insane. It's part of my job."

Fury sighed. "Fine. But I don't want another accident."

"Don't worry, sir, I have myself under control."

"It's not you I'm worried about." He turned to Clint. "Barton, with me. I want a word with you."

Clint mumbled a "Yes, sir," and glanced at Gwen briefly before walking out of the office.

* * *

><p>Gwen slowly walked into the room that Loki had been ushered into upon everyone's return, watching as he straightened his posture the moment he saw her. His nose went haughtily into the air as if he were trying to convince himself she had never thrown him into a wall. There was a chair sitting in front of his glass cell, facing it. Presumably it has been left for her. She walked over to it and sat down, pulling on the hem of her rather short lilac dress, suddenly feeling self-conscious from the way he was looking at her like he had x-ray vision. He was a god; for all she knew, he could be the evil equivalent of Clark Kent.<p>

Crossing her black nylon covered legs, Gwen folded her hands on her lap and stared him down challengingly. Despite his gaze making her uncomfortable, she was determined to not let him get to her, or at least not let him know he was successful.

It was Loki that spoke first. "I'm surprised they allowed you to speak with me."

"I'm not going to lose control again," said Gwen.

"Perhaps not here." The weight of his words dragged Gwen down, but she was driven to keep strong. "To what do I owe the pleasure?"

"What did you want with me?"

"To show you the path less traveled by."

She continued to stare him down. "What did you really want me for?"

He inclined his head. "I'm afraid I do not follow you."

"I think you do. You're selfish; that's the first thing I noticed about you. You only do things for yourself and your own benefit. It's not your M. O. to help someone or show them some path. You wanted me - or rather my abilities - for something else."

Raising his eyebrows, he sat back. "Interesting concept. What else have you noticed about me?"

He was playing a game, she realized. He had done the same thing to Natasha. But she wasn't interrogating him like the Black Widow would. She was interrogating him like Gwen would any person deemed unstable. All she and to do was ask the right questions to get specific pieces of information and then put those pieces together without the person even knowing what was happening. It was sort of like spy work, she supposed. But it was far less devious.

"You're persistent, giving how you refuse to let up on taking over Earth. You had a back up plan, which means you thought there was a chance you'd fail, which is strange because you're also awfully arrogant."

Loki smiled, blowing air out his mouth in the form of a laugh. "Am I?"

He was trying to keep the conversation on himself and his personality. Gwen took this into account. "Yep," she said, casually popping the "p." "And that means you would've done it right the first time. And if you didn't, well, then that would've sucked for you. But you wouldn't have had a Plan B. You would've been so confident that the first plan would work." Loki began to frown, the smugness gone from his face. "And that leads me to conclude there's something at risk if you fail. You're working for someone, aren't you?"

"I work for no one."

"Working with someone, then? They must scare you quite a bit. What do they want with Earth?"

He leaned forward. "What makes you so sure about this theory?"

Gwen shrugged. "Nothing other than assumptions. What does it mean if I'm right?"

Loki stood, hands behind his back as he came to stand in the center of the cell, his head tilted to the right slightly. "It means the end of your world."

"So whoever you're working with wants to destroy Earth?"

"He wants many things, but the destruction of Earth is not one of them. Just because your world ends does not mean all your people die. Many will, of course. Casualties are a part of war."

"He wants a war?"

Loki took a deep breath. "It's only right. He is a little…_mad_."

It seemed as though the last word meant more to Loki than it did to Gwen. However his words haunted her and she stood, crossing her arms over her chest. She eyed him warily for a moment before speaking. "If you're scared of him, you can tell me."

He looked at her incredulously. "Why would I tell you?"

"Because we can help you. If you're being forced to try to take over Earth-"

"I was _not_ forced to do anything. Midgard needs a ruler and I am up for the challenge. Your gifts would give you the power to do the same. Imagine a world under your rule, where everyone is below you and must obey you."

Gwen shook her head. "That sounds horrible."

He laughed. "In time you'll see things the way I do. We are the same, you and I, in a way that you don't understand. We both have, as you may put it, _daddy issues._"

Frowning, she took a step toward the cell. "What? What are you talking about?"

He remained silent. Loki may not have gotten the last word necessarily, but his words had the desired effect. Gwen didn't understand it. Her father was dead and when he was alive, she was his pride and joy. They have loved each other like any father and daughter would. Either Loki knew something she didn't, or he was just trying to get into her head and play games, just like he did when he was posing as Maxwell. Nonetheless, Gwen refused to give him a chance to dig deeper and pivoted on her heel, leaving the room.

* * *

><p>Gwen didn't go with the others when they took Loki and the Tesseract from the Hub to be sent back to Asgard. She had tried talking Fury into keeping the Tesseract on Earth, but he wouldn't have it.<p>

"In case you don't remember, that thing brought a vengeful god to Earth and cost us hundreds of lives," he said.

"But it could help me with my patients!" she exclaimed. "The scepter runs on its energy and the energy used to brainwash everyone. If you don't let me study the Tesseract then I'll need clearance to the scepter."

He shook his head. "Not an option. And don't even try any funny business."

Grimacing, Gwen rattled the bracelet around her wrist. "I know, I know, you're tracking me. Whatever. Just remember you're the one who won't let me help our own people."

She regretted the way she spoke to him afterwards, but she was just so goddamn frustrated.

She hadn't gotten a chance to properly speak to anyone that had been sent out and tried to find Tony in hopes of sharing information with him, but with so many SHIELD agents around, she didn't want to risk it. However, she _did_ find everyone in the hanger where they were all standing around, waiting for Loki to be shackled and strapped into a Quinjet. She avoided his eyes and went up to Steve who was wearing his Captain America uniform still, though the cowl had been removed. It was the first time she had ever seen him in his uniform up close.

"Hey," she said.

He turned to her, his eyes brightening. "Hi, how are you doing?"

"Okay I guess." She put her hands on her hips. "How did the mission go? Fury didn't tell me much."

"It went as planned, though one of Stark's repulsors got damaged. He was complaining about it the whole way back."

Gwen smiled. "That sounds like him. Did you guys find out why Loki was in New Mexico?"

Steve shook his head. "The guy wouldn't say a thing. He talk to you?"

"Yeah. He was cryptic like always. He says he's working with someone though." She bit the inside of her cheek, all theories returning to the forefront of her thoughts. "The whole conversation was videotaped, but I'm going to write up a report about it." Glancing over at the Quinjet, Gwen continued. "I don't think this will be the last we see of him."

"I got that feeling too."

At that moment, Thor approached them, his eyes on Gwen. He grasped her hand and brushed her knuckles with his lips. "It was a pleasure meeting you, Lady Gwendolyn. I am terribly sorry for the trauma my brother has caused you."

Trying to push down the blush creeping up her neck, Gwen smiled. "It's okay. I mean, I lived through it didn't I? I'm just sorry you have to deal with him as a brother."

Thor smiled ruefully. "If only he thought the same."

The sound of Steve clearing his throat brought their attention to him and Gwen stifled an eye roll. Alpha male testosterone vibes were coming from him as he stared down Thor as if to say, "She's my friend. Get your own." Thor, however, was amused. He offered a genuine grin as he let go of Gwen's hand.

"Shall we, Captain?" asked Thor.

Steve nodded. "Let's get this over with." He looked to Gwen who nodded. He seemed like he wanted to say more, but the words never came. Instead he followed Thor as they piled into the Quinjet and it took off as Gwen watched.

It came as a surprise when she returned to her office to find Angie packing up her things.

"What's going on?" asked Gwen, fearing the worst.

Angie smiled, looking up. "Oh, we're being transferred! Don't know where yet, but for now we get to stay in Stark Tower curtesy of Mr. Stark."

Gwen imagined Tony sitting in the Quinjet, smiling to himself. "How come I wasn't alerted of this?"

Shrugging, Angie went back to her packing. "I suppose because it's super busy around here now that this whole Loki ordeal is finally ending. You should probably get your things together, too. I bet Fury's going to speak with you soon.

She was right.

Before Gwen could even get to her quarters, Ward had found her. "Director Fury and Agent Hand would like to speak with you in Fury's office," he said.

"Thank you, Agent Ward," she replied.

He nodded and left her.

Gwen knocked on Fury's office door when she got there. Gathering the courage, she didn't wait for an invitation to come inside and simply opened the door. Fury and Hand were in the middle of a conversation that they stopped and turned to look at her like they were her parents and they all needed to have a serious talk. Gwen didn't have a good feeling about this.

"Thank you for coming, Doctor Powers," said Hand.

"It's not like I had a choice," Gwen mumbled.

She saw Fury roll his eye while Hand took a deep breath. It seemed they weren't much happier to be talking to her than she was to be talking with them.

"Project Rehabilitation is being relocated to the Triskelion," said Fury.

Heart jumping, Gwen was suddenly interested in what they had to say. "Really? I'm going back to D.C.?"

"It seems that way," said Fury. "Miss Chapman is going with you as well as the people you've decided to keep as patients, including Captain Rogers."

Her heart jumped again, but for an entirely different reason that Gwen wasn't sure she was comfortable with.

"When are we leaving?" asked Gwen.

"In two days. A Quinjet will be-"

"I'm sorry to interrupt you, sir, but I would prefer to go by commercial plane if you don't mind."

Both Hand and Fury raised their eyebrows. Somehow she had managed to shock the both of them.

"Are you sure about that?" asked Hand.

Gwen nodded. "I just need a break from Quinjets, is all. And Tony's private jets."

"Anyway," said Fury, "you're not needed around the Hub which means you can leave earlier if you want."

Thinking for a moment, Gwen nodded again. "If you don't mind I'd like to visit Stark Tower before I leave. I want to talk to Tony about something."

"Is that something a something SHIELD should know about?"

_Yes, actually. But SHIELD sucks so I'm not gonna tell you that._ "No, it's personal."

"Alright. You're dismissed. Oh, and Powers," Fury said to her back as she turned around to leave the office. "I read your report about Maxwell and Loki."

She faced him. "And?"

"And I want you to watch out for yourself. You're on the list now, but since you work for us and you've got our little accessory, you won't have to report to anyone unless we deem it necessary. People are gonna find out about what you can do sooner or later and it'll put you in danger."

Gwen swallowed thickly. "I'm aware of that, sir."

"Good. Now you're dismissed."

* * *

><p>Gwen allowed SHIELD to transport her from the classified location of the Hub to the military base via Quinjet the next day. Tony was waiting there for her, his silver Bugatti shining brightly in the morning sunlight.<p>

"What's up buttercup?" he said when she walked down the ramp, her thin collar dress swishing around her as she walked.

Groaning at his persistence at using the nickname, she got in the car. "I'm only staying to talk about the Sentinel thing. I looked into SHIELD's records and found some stuff that might interest you."

"No, don't tell me now," he said as he started up the car. "Save it for when we get back. I've got some stuff too. Anyway, how are things going?"

She frowned. "How are things going?"

"What, is there an echo in here?" He shook his head at her as they were cleared out of the base. "I didn't get to talk to you with all this Loki stuff going on."

"Well, things are kinda okay…I guess? I dunno." She looked out the window as they sped past buildings, definitely going over the speed limit. "I'm being transferred to D.C. so that makes me happy."

"Okay, since you're not going to bring it up, I'm going to do it myself. Rogers called you Gwen."

Facing him, Gwen opened her mouth to speak but then closed it, too confused and shocked to speak. "What are you talking about?" she asked when she finally found her voice.

"He called you Gwen. You don't let _anyone_ call you Gwen. Not since your dad died."

_Oh. That's what was bothering him_. "I don't see what the big deal is."

He scoffed. "It's a big deal because you won't let me, one of your closest, oldest, and only friends, call you Gwen, but you'll let a patient that you've known for less than a month call you Gwen."

"Are you jealous?"

"Of fucking course I'm jealous! But more importantly, why are you letting him use that name?" She was going to answer, but Tony just kept talking. "I specifically remember you telling everyone that you didn't want to be called Gwen anymore because Raymond came up with the nickname. And let me tell you, saying Gwendolyn is a mouthful."

"If you have a problem with my name then take it up with my mom."

"Yeah, I don't have a death wish." He sighed. "Seriously, Gwendolyn. What's going on between you two?"

She immediately felt defensive. "There's nothing going on between us. I mean, we're friends now, but he's still my patient."

"He must mean _something_ to you if you let him call you Gwen."

She took a deep breath. "Fine, call me Gwen. I don't care." Pulling on the seatbelt in frustration, Gwen looked out the window again, clenching her jaw.

Tony was quiet for a moment. "What happened to you?" she heard him ask.

A lot of things had happened to her. Chicago. Maxwell. Loki. But he wasn't talking about a particular event; she knew that. Overtime something had happened to her. She wasn't the Gwendolyn Powers from before SHIELD. And now even _she_ was beginning to see it.

"I don't know," she answered.

And it scared her.

* * *

><p>"His name is Oscar Mendez. His parents live in Green Valley."<p>

In one of Tony's personal labs inside Stark Tower, he walked around a table in a dimmed room while Gwen sat in a chair at it, looking at the hologram that raised as he brought up his hand. The picture of a bald man with a tattoo of a dragon on his neck came into view.

"Do they know where he is?" Gwen asked.

"Nope. But he fits the profile of the hacker who sent Rhodey the information." Tony used the table touchscreen to bring up a whole profile of the guy's life. "Loner, likes computers, never stays in one place too long, hates the government. The best part? He's a whistleblower."

"Who did he work for?"

"Oh, you'll love this." He leaned on the table with a smug smirk on his face. "Roxxon."

Rolling her eyes, Gwen leaned back in her chair. "Tony, I am _not_ having Dev work as a mole. How many times do I have to tell you that?"

"Well, that's up to him, really."

The tone of his voice made Gwen suspicious. "What's that supposed to mean?"

"Well, he just came back from Paris..."

Gwen clenched her jaw. "What did you do?"

"Nothing that would piss you off all that much. But maybe a little."

"Just spill before I make you spill."

"Fine. He's coming here before you leave because – don't look at me like that, Gwendolyn, this isn't the worst thing ever – I talked to him and he is perfectly willing to look into things at Roxxon."

"Goddammit Tony, after all that I've done-"

"To protect him?" He laughed. "His apartment got shot up because of you."

"That wasn't me, that was _SHIELD_. If they hadn't acted with violence immediately, then that wouldn't have happened."

"Well, no matter who was at fault, he's pissed as hell."

A new voice made Gwen's blood go cold. "Got that right." She turned to the door and saw Dev walk in, his dark curly hair more unruly than normal and his naturally tanned skin even darker.

"Dev…" she began.

"No, you don't get to speak," he said, pointing at her. "I've given you enough chances."

Her heart dropped and she closed her mouth, looking at the ground. Guilt weighed her down. _As if I didn't have enough of that already_.

"I tried to find Oscar's records, but all of it's been erased," said Dev, ignoring Gwen now and only speaking to Tony. "It's like he never existed."

"Not a surprise," said Tony. "They probably want to believe that's true. I had JARVIS start scanning across the country for a sign of him. Considering he's definitely a member of the Rising Tide he'll be hard to find, but I'm sure we'll be able to talk to him at some point."

Gwen swallowed before speaking up. "So what does Roxxon have to do with the Sentinel Program and Project Ultron? The information I found at SHIELD said that it all revolves around your suits."

"Is that what you found?" asked Tony. Gwen reached into her bag and pulled out a small USB drive and handed it to him.

"I got it before they cuffed me," she said, jingling the bracelet around her wrist.

Dev turned to her at last. "How did you get SHIELD information?"

Gwen looked to Tony. All of her wanted to tell a lie – God, she really was turning into a member of SHIELD, wasn't she? The more Dev knew about her, the more his life was in danger. But then again, just being related to her put him in danger. Perhaps it was time to tell him the truth.

"I'll leave you two alone for a moment," said Tony before exiting the room and turning on the lights.

Gwen sat stiffly in her chair, looking everywhere but at her brother. She wanted to say something, but every time the words started coming up, her throat closed and they were pushed back down. She heard him grab another chair and bring it next to her and he swiveled her chair so that they were facing each other.

"I think it's time you come clean, Gwendolyn," he said. "You know everything about me. Right now, I know nothing about you. It's not like you're my sister, it's like you're a stranger."

She shook her head. "I _am_ your sister."

"It sure doesn't feel like that." He sighed. "Though there is one thing that's still the same. You don't know a damn thing about consequences."

"Dev-"

"No, we need to talk about this! You never think before you act!"

"I do think! Sometimes…"

He shook his head in exasperation. "Acting with your gut isn't always going to get you out of a bad situation. You know that, Gwendolyn. I _know_ you know that. But it still won't stay in that brain of yours."

"Is this about your apartment?"

"Well, my apartment is a part of it all. Now I have to find a new place to live, thank you very much. You're lucky Ryan has a place here that I can stay at."

Gwen smiled softly. "Is that the guy?"

"The guy I went to Paris with? Yeah, that's him. He's great. I think you'd like him." Dev rubbed his forehead and took a deep breath. "Listen, why don't we catch up, okay? Right now. I want to be back in your life and I want you back in mine. I don't want this whole me-calling-you-and-you-never-calling-back thing to continue. Let's start with occupation. Where do you work? And don't give me some medical freelance bullshit or whatever. I know that's not true."

She bit her bottom lip before answering. "I work for SHIELD."

"Really?" he asked. His eyebrows went up and down once. "I didn't think that was it."

"How could you not think that? How did you think I got information from them?"

"Well, I was sort of thinking mercenary."

Gwen balked. "_Mercenary?_ You thought I was a _mercenary?_"

Dev shrugged, moving back as though she might explode. "I dunno, it just made sense I guess."

"Are you kidding me?"

"You were being all secretive all the time! What was I supposed to think?"

"Well, certainly not mercenaries!"

He held his hands up in surrender. "Okay, okay. You work for SHIELD. What's that like?"

Gwen calmed down slightly. "It's alright. I'm a clinical neuropsychologist. I work with people who get brainwashed or have their memories tampered with for the most part. I started out with just generally working with people who suffered from things like PTSD. I'm actually going to D.C. tomorrow to continue my work there."

"Great, then you can visit mom!"

Shaking her head fervently, Gwen's eyes widened in fear like a deer in headlights. "Yeah, no. Not going to visit her anytime soon."

"Why not? I'm sure she'd love to see you."

"So she can talk about how I need to married soon otherwise I'll never find a man? I'd fake marry Tony just to get her to shut up."

Dev snickered. "That'd go over well with Pepper."

"Imagine what the rest of the world would say." _Imagine what Steve would think. No, Gwen, no! Don't think about that. Bad thoughts. Stop it._

"_Are _you seeing anyone?"

Gwen had figured this question would come up at some point. Part of her wanted to say yes, but Dev was just as nosy as she was. He'd ask questions and demand to see whoever it was. It's how he ended up meeting Fitz, who Gwen was planning on keeping a secret from her family. Shaking her head, Gwen decided to tell the truth. "No, I'm not."

"Tony says that you're interested in someone, though."

She rolled her eyes. "Tony says a lot of things. I'm just good friends with one of my patients. Tony thinks there's something going on but trust me, there isn't." _Now _that_ was a lie. Well, sort of. I just don't know what's going on at all._

Dev looked at her knowingly. "That's exactly what I said about Ryan. Now I'm in love with him."

"If you're gonna try to give me relationship advice then let me remind you of Amy Wilder in middle school."

"I thought we agreed to never bring that up again."

"Then don't give me relationship advice."

Dev laughed. God, she had missed that sound. He let out a breath and took her hands in his, looking her in the eyes. "Gwendolyn," he said, "don't push me out again, okay? I know you think it's safer that way, but it's not. It's not healthy – you should know that better than anyone. Don't be alone, understand."

Gwen couldn't stop her eyes from tearing up and her bottom lip from quivering. Dev must have seen this as he leaned forward and as best he could from his chair to hers, he hugged her, letting her bury her face in his neck, her breathing shaky.

"It's okay, big sis," he said, kissing the side of her head.

"I missed you," she choked out.

He laughed softly. "I missed you too. Welcome back."

* * *

><p>In preparation of returning to D.C., Gwen went out shopping. As far as she knew Angie was going to travel with her and until the plane ride, the Brit was visiting some friends. Gwen didn't want to bother her, so she just went shopping by herself.<p>

As Gwen exited the store she bumped into someone and dropped her bags. She cursed inwardly and was going to snap at whoever it was until she saw him help her pick them up. It was a teenage boy with fluffy brown hair and black rectangular glasses. He was skinny and clumsy, apologizing profusely as he handed her the bags.

"It's fine," Gwen assured him as she took back the bags, noticing they were sticking to his hands as if they were coated with glue. "These things happen."

When they locked gazes, Gwen saw his face change from apologetic to shock.

"Oh my God," he said, staring at her.

Gwen was suddenly uncomfortable. "Uh, are you okay?"

"Yeah, it's just - are you Gwendolyn Powers?"

_Okay, this is creepy_. "Why does it matter?"

The boy seemed to be struggling to find words. "Can we talk? I really need to talk to you."

"I don't know..."

"This is really important. Your dad used to work with my dad - Richard Parker." He put his hand out. "I'm Peter."

Gwen looked at his hand and then back to his face. Peter dropped his hand and rubbed the back of his neck awkwardly. She stared at him, confused. "My dad didn't know a Richard Parker. I'm sorry." She turned to walk away but his voice stopped her.

"Your dad is names Raymond Powers. He married Pamela Harrison and had two kids, Gwendolyn and Dev. He worked on a secret project at Oscorp."

This piqued her interest. She turned around. "Oscorp?"

Peter nodded. "Do you wanna talk now?"

Instead of going somewhere normal like a Starbucks or even just a park bench, Gwen followed Peter to the back of an old warehouse. It was completely abandoned and suddenly she wasn't so sure she should trust the boy, but he seemed harmless. If anything he was anxious by the way he bounced on the balls of his feet, waiting for Gwen to speak first. She set her bags down crossed her arms across her chest, setting some distance between them.

"Okay," she said. "What d'you know about my dad?"

"I have this briefcase that my dad left when he and my mom left me at my aunt and uncle's house. I - I don't have it with me but you gotta believe me-"

She nodded. "I believe you." _Or really I just want to know if you're some sort of spy or not._

He took a deep breath. "Your dad was doing some kind of experiment. Something about making people superhuman. Giving them abilities or something. I don't really know. Basically he said the key to all this was himself and that it would all depend on you if his project would get federal funding - whoa, are you okay?"

Gwen had to sit down before she went down unwillingly. _No, no, no, he has to be lying. He has to be lying. _Raymond had never worked for anyone but Stark Industries. If had done some sort of project through Oscorp, she would've known. She _couldn't_ be some sort of experiment. Oh, God, what if this was true?

Peter kneeled down beside her, making sure not to get too close. "Are you okay?"

"What else was there?"

He paused, but answered. "He said the DNA changes resulted in you having the ability to manipulate energy. He said you - he said you were a success up until a point."

"I think I'm gonna be sick," Gwen mumbled, rubbing her temples. Her head was pounding.

"I'm sorry. I - I know this must be weird and all. I thought you had a right to know."

She nodded. "You're right. Thank you." She wasn't thankful for finding this out. She wasn't happy one bit. Her father had loved her. He treated her like royalty, like she was the most precious thing in his life. In truth, she was. But it wasn't for the reason she had thought it was.

Gwen had been an experiment. All her life she wanted to understand why she had the abilities she did, but this wasn't the answer she wanted. She wanted to hear that she was some sort of miracle, or maybe her mother had spent some time around radiation or something. But this was by far the worst outcome.

"So your dad was in on it?" she asked.

Peter shook his head fervently. "No, he was just a consultant. He didn't find out the truth until just before he left, I think."

Gwen laughed humorlessly. "My dad worked at Stark Industries. Sometimes he'd go on business trips that not even Howard would be a part of. I should've known. Christ, I should've _known_."

"I'm sorry," Peter repeated. "I can bring you what I have if you don't believe me."

Gwen shook her head. "I work for SHIELD, Peter. I can look this up myself."

"This is some top secret stuff…"

She sighed. "I just – I just need a moment." Taking a deep, albeit shaky breath, she ran a hand over her face and looked at Peter. "Why would he do this?"

Peter shrugged. "No offense but he sounded kinda messed up." He moved to sit down, resting his forearm on the ground and out of nowhere something shot out from inside his sleeve, landing on support column in the form of a web. Gwen turned to him and saw him stare at it in horror, quickly standing and brushing nonexistent dirt off his jeans.

"I – I can explain-"

Gwen had heard in passing about some guy that was running around New York City acting as a vigilante. People had started calling him Spider-Man. There was _no_ way that guy was some teenager. "Explain away," she said.

"I – I'm sort of – uh-"

"Spider-Man?"

He nodded. "You can't tell anyone. I know you work for SHIELD. Your dad wrote about it."

"I promise," she said. She understood, to an extent. There was a reason she had kept secrets from her family, though clearly they hadn't been kept from her father. What other secrets did that man have?

"I can send you the documents," said Peter. His brow creased. "I think you have a right to know. My dad kept secrets from me too."

Gwen nodded. She reached into her bag and pulled out a notepad and a pen, writing down her D.C. address on it. "Anything else you can tell me?"

Peter paused, then shook his head. "Listen, my girlfriend – well, sort of girlfriend, it's a long story – anyway, she works at Oscorp. I'm sure she'd be willing to help if you wanted to know more."

"You're suggesting your girlfriend find me sensitive information which I'm sure my dad didn't want to be found?"

"I guess." He shrugged. "If I were you I'd wanna know too."

Gwen nodded. "I'll just have a look at what you send me." She forced a smile. "Thank you, Peter." She was about to turn around and walk away when she stopped. "Was you walking into me a coincidence?"

He laughed. "I don't believe in coincidences."

"Maybe you should. Goodbye, Peter."

* * *

><p><em>AN: Sorry this is such a filler chapter. It was the only way I could properly transition to a different story arc. Anyway, anyone else going to see Guardians of the Galaxy today? I'm so excited I can hardly stand it. _


	6. Casablanca

**Freedom Lies In Being Bold**

**Chapter Six**

**Casablanca**

"_When I caught myself I had to stop myself from saying something that I should've never thought."_

_-Paramore, "I Caught Myself"_

* * *

><p>It was hard for Gwen to push the new knowledge about her father out of her mind. The whole night afterwards she had trouble sleeping, so she did research on Peter's father, Richard Parker. All she could really find was that he was one of the top minds at Oscorp before dying in a plane crash. That reminded her of Agent Thorn, so she stopped researching when guilt washed over her at the thought of the late SHIELD agent. She decided she would just wait until she received the documents from Peter to look into it all. There was no need to worry about it at the moment.<p>

Gwen was accompanied by Angie to JFK International and to Gwen's surprise, Steve was with them. Apparently Fury had given him the choice to travel with the two of them or to travel with other SHIELD workers. He chose the former. Gwen didn't blame him for it. Besides, she quite enjoyed having him around. Not only was he nice to look at, but he was pleasurable company.

"This place is huge," said Steve as they walked inside after the SHIELD escort dropped them off. Gwen saw him looking around them out of the corner of her eye. He was wearing a blue baseball cap considering his identity was most definitely out there and being at such a huge airport would more than likely bring about a few onlookers.

"Never been in an airport before?" asked Gwen as she wheeled her black suitcase, careful not to let it roll on the backs of her flip-flops.

"The only times I've flown has had to do with the army or SHIELD." Steve moved his carry-on from one hand to the other. Gwen thought it was sad he only had one bag of personal belongings, but she didn't say anything.

Approaching the check-in line, Gwen offered him a smile. "Then this is gonna be a surprise to you, I bet." She gestured to Angie. "We've flown a lot so just follow our lead."

Check-in went without incident as well as security. Steve was fascinated by machines and Angie joked about it while Gwen glared at her.

"What?" asked Angie as she tied her shoes after getting them back from the security conveyor belt. "It's funny 'cause he's a nerd."

"You shouldn't make fun of people for being nerds."

"Says the woman who only dates nerds."

Looking at her feet, Gwen readjusted her shoulder bag and smoothed out her scarlet chiffon dress. "I don't like where this conversation is going."

"Well, Annalise became a video game developer, Damien became a physicist, Fitz is - well we all know Fitz is just a massive nerd."

Gwen frowned. "Since when are those qualifications for being a nerd?"

"Just go with me on this." Angie looked at Steve and Gwen followed her gaze. "But the difference is, he's a _hot_ nerd."

"You're asexual."

"That doesn't mean I can't tell if someone is attractive or not! It just means I'm not interested in their genitals."

All of a sudden, Steve looked up from where he was getting his things from the conveyor belt and Gwen instinctively turned away as if she'd been caught doing something bad. Heat rose up her neck and into her cheeks.

"Oh, he's smiling at you," said Angie with a smile of her own. "I think he likes you."

"Ang, look away!"

She laughed. "What are you, twelve? Don't be so embarrassed."

"I'm not embarrassed."

"Then why did you look away?"

Gwen gave her a warning look, hearing Steve approach them. "You ladies ready?" he asked.

"I dunno, are you ready Gwen?" asked Angie, looking at her pointedly. Gwen scowled and tightly gripped the strap of her shoulder bag. She didn't answer and just walked forward, hearing Angie snickering behind her.

"You okay?" said Steve, walking beside her with Angie as the third wheel.

Gwen suddenly felt nervous, her heart picking up in speed. "Yeah, I'm fine. Just tired, plus my head hurts."

"Is there anything I can do for you?"

She shook her head, smiling to herself. "No, not unless you can do some sort of magic spell to fix me, but I don't think you're superpowers go that far."

He gave a breathy laugh. "I wouldn't really call it superpowers."

They moved out of the way as they walked through the terminal, some kids running with their parents on their heels. "Well, you _are_ a superhero," said Gwen. "That means you have superpowers." She was suddenly aware of close they were when walking. She glanced over her shoulder at Angie who was grinning smugly.

"You have superpowers, too," said Steve. "Does that mean you're a superhero?"

"Unfortunately I don't have a lovely spandex suit, so I don't think I qualify."

"Ha. You're hilarious." Even though his response was sarcastic, she could tell it was all in good nature. God, when did she start feeling this happy around him? Okay, so she felt happy around him all the time, but it was as though she were back in high school around a crush. The feeling made her heart beat fast like it was going to explode and made her stomach warm. _No, Gwen. He's a patient._ But then again, he wasn't going to be her patient forever. _But SHIELD could find out._ But what if they don't? _Oh, a secret, forbidden relationship, huh? Come on Gwen, since when did your life turn into a bad young adult romance novel. _

They took seats at the proper gate, Gwen sitting in between her friends. Part of her wished that Angie had taken that spot. From where she sat she could smell Steve's cologne and it was a wonderful smell. She was vaguely aware of his steady breathing as he took in his surroundings with interest. He stared out the big glass windows, watching the planes being taxied to their places and small cars driving around with luggage tucked away inside.

"So, Steve," began Angie, "are you seeing anyone?"

Gwen elbowed her friend, Angie grunting but ignoring it. Trying to sink into her seat, Gwen looked anywhere but at Steve.

"What?" he said. Gwen was pretty sure he had heard Angie, but was too confused to give an answer.

"Are you seeing anyone?" Angie repeated. "I mean, I'm not interested as you already know. But I know some people who are." _Nice save, still senseless. _

"Uh, no. Dating hasn't really been on my mind lately."

Did the temperature get turned up or something, or was Gwen just suffering?

"Let me ask you something then," Angie continued. _Please just stop_. "What kind of person would you be interested in?"

"What, are you trying to set me up with someone?" Gwen tried to judge his reaction by his tone, refusing to look at him. He sounded curious, for the most part, but a bit apprehensive.

"Is that a problem? Are you interested in someone yourself?" She practically jumped on him when he didn't answer right away. "Oh my God, you are, aren't you!"

"I don't see how that's relevant to anything."

_God, if you can hear me, please kill me now._

"Well, it's kind of relevant if you're interested in someone who's interested in you," said Angie. "Don't want to let them get away, right?"

"Yeah…right." His tone was completely different. Nostalgic, sad. Somehow what Angie said struck a chord.

Gwen finally looked him. "Is something wrong?" she asked.

He sighed. "No, it's just – Angie's right. I've let someone get away before. I've got a second chance; I shouldn't make the same mistake again."

Clearing her throat, Gwen stood. "I'm gonna get a water. Anyone want anything?"

Both Steve and Angie told her no, so she went to the nearest shop, her heart heavy as she grabbed a bottle of water and paid for it. Her thoughts were racing uncontrollably and for some reason, they all revolved around Steve. So _was_ he interested in someone? Was that someone her or was it someone else? It had to be someone else. She couldn't imagine him liking her that way, or anyone liking her for that matter. Yet the idea of him wanting to date someone else made her inexplicably angry as well as jealous. Maybe it was just the fact that she was one of his few friends and she wasn't sure who he could possibly be interested in. Maybe Natasha? Should she check just so she could warn him that Clint was already with Natasha? Or maybe it was Hill? _Dammit Gwen, just don't think about it. Think about getting into your apartment and going into the Triskelion every day and doing what you love. Just think about Steve as a friend. It'll make everything much easier. _

When she returned to her friends, Gwen found that Steve was back to his happy self, smiling and laughing at something Angie said to him. "You better not be laughing at me," said Gwen as she sat down, opening the water and taking a sip.

"Oh, Gwendolyn, why would we do something like that?" asked Angie, chuckling

"You've had plenty of laughs at my expense."

Angie put a hand to her chest, faking a hurt expression. "You make me sound like such a horrible person!"

"That's because you _are_ a horrible person."

They were forced to wait for some time before the plane began boarding. Once their row was called, they got up and gave their tickets, getting on the plane and finding their seats. It was one of those planes with three seats on one side and two on the other, and fortunately Gwen had been able to score them seats together, even at last minute. She had Steve take the window seat, upsetting Angie who had wanted to call dibs on it. In retaliation she took the aisle seat, leaving Gwen in the middle again, her arm brushing up against Steve's as they settled. _It's just an arm, Gwen. You've touched other people's arms and have had no trouble before. This isn't anything different. _

The flight lasted just over an hour, Gwen letting out a breath of relief as she felt the wheels touch the ground. She yawned, popping her ears and sat back, ready to just get out of there and back to her apartment. It had been over a year since she'd been there and _God_ did she miss it.

"So that really big building we flew over," said Steve, "that was the Triskelion?"

Gwen nodded. "It's on Theodore Roosevelt Island. It looks a lot more intimidating than it actually is." She glanced out the window as their plane was taxied to the gate. "What are you gonna do after this?"

"SHIELD got me a place to live, so I guess go there and check it out." He looked at her. "What are _you_ gonna do?"

She shrugged. "I have an apartment that I'll be going back to. I don't start work again until tomorrow so I'll just go shopping and restock on everything." She bit her lip in thought, wondering if she should ask him to accompany her. Would it be too weird? There _were_ friends, after all. She could help him pick out some stuff he may need – but then again, he survived on his own before she met him. He could probably do that on his own. Besides, it was important he know how to do things on his own. In the end, she decided against it, no matter how much she wanted to spend more time with him. However, she did ask, "Will you be okay on your own?"

He thought for a moment before nodding. "I've done it before, I can do it again. Though it wouldn't hurt to have some suggestions."

"What kind of suggestions?"

Reaching into his pocket, he pulled out a pad of paper, flipping it open to where there was some writing. She went down the list, realizing that it was a list of pop culture that he missed while being frozen. She noticed that _Star Wars_ and _Star Trek_ were both on the list. It made her smile.

"Do you like reading?" she asked, noticing the list was devoid of any form of literature.

He nodded. "I just haven't had much time to read."

"Listen, why don't we go to the library sometime? I can show you some books you should probably read."

He stared at her for a moment, a smile spreading across his face. "That sounds great, actually."

"Great! Uh, why don't we go this weekend? I always go to Palisades Library. We can talk about it more at our next appointment."

"It's a date."

Gwen nodded in order to avoid her look of apprehension. Did he think it was a date? _Was_ it a date? No, no it wasn't. It was just a phrase. But why did it make her feel so…_weird_? She kind of liked the idea of it being a date, but it wasn't. As much as she liked Steve, she wasn't going to date him. That could leave to problems. Besides, she wasn't even sure _he'd_ want to date _her_.

Once they were off the plane, they headed toward the appropriate luggage carousel, grabbing their things and heading out of Ronald Reagan National Airport. A black car was waiting for them, a man in a suit leaning against it with his hands clasped in front of them. He drove them each to their apartments, dropping off Angie first, then Steve. Gwen was relieved as they pulled up Massachusetts Avenue, going up the drive that lead to her apartment building. She thanked the driver as she got out, pulling her luggage with her. Onto her floor she went, bringing out the familiar key and opening the door.

All the furniture was in the same place, the half circle couch curled so that every seat faced the television. The dining room next to the rather small kitchen was clean and all the cupboards were empty, the fridge as well. Taking a deep breath, Gwen took her luggage into the bedroom and threw it on the bed, deciding to unpack later.

She took the Metro to Wal-Mart, doing her best to stock up. In Chicago she always kept the bare minimum around if she needed to leave on short notice and was glad that she had. However, being situated in D.C. meant she was going to be there for a while, hopefully, and didn't need to worry about that kind of thing.

When the next day came Gwen put on a periwinkle baby doll dress with a square neckline and some tights underneath. Through the Metro she traveled to Roosevelt Island, coming out from the underground to look up at the Triskelion. Taking a deep breath, she moved toward it.

* * *

><p>"Pierce wants to speak with you."<p>

Gwen had only just entered the lobby of her own little corner of the building when Angie spoke up from behind her desk. She wasn't sure if she heard the receptionist right. "Wait, Alexander Pierce?"

"Yep," answered Angie, popping the "p." "He'd like to see you right away."

Nodding, Gwen went into her office to drop off her bag and throw on her white coat to give her a little more courage. Pierce didn't just call anyone in to talk to them; actually, he rarely did that at all. Part of Gwen had wondered if he was actually made up just to scare lower level agents. Taking a deep breath, she rode the elevator up to Pierce's floor and wrung her hands nervously as she walked down the hall to his office. The door was slightly ajar, so she pushed it open and knocked on it lightly. Pierce, an older man in a waistcoat and glasses, looked up from his desk and stood, smiling warmly.

"Doctor Powers," he said, meeting her halfway, "it's a pleasure to finally meet you."

They shook hands, Gwen choosing her words carefully. "Thank you, sir. It's a pleasure to meet you as well."

"Well, why don't you have a seat?" he said, gesturing to square-like chairs in the center of the room. Gwen sat down in the single chair, folding her hands on her lap, watching as Pierce stood next to his desk, lifting up a file folder. "The research you collected on Project Reconstruction was incredible. I'm very impressed with you."

"Thank you, sir," Gwen repeated as he walked over, taking a seat with the folder still in his hands.

He took off his glasses, setting them down on the glass table in front of him. "How are things coming on Project Rehabilitation?"

Gwen swallowed nervously. "For the most part it seems that there are only a few agents that are still having some trouble. I've been told they've been transferred here, now, due to their excellent progress in their recovery."

"Good, good." Pierce leaned forward. "I heard there was some trouble at the Hub. Do you want to tell me about that?"

Absent-mindedly playing with the silver band around her wrist, Gwen thought before she spoke. "Agent Elias Maxwell was replaced by Loki who was making more plans to take over the world, basically. The Avengers took him down again and he was taken back to Asgard along with the Tesseract."

Pierce nodded. "What about what happened at your brother's apartment."

Gwen's heart dropped into the pit of her stomach making her feel hollow. "Wait, how does SHIELD know that was my brother's apartment?"

"His last name is Powers. We could have connected the dots."

"Could have, sir?"

"We've always known Dev Powers is your brother. We know the family members of everyone here, in case of emergency, of course."

Gwen didn't like the sound of that.

"Anyway, I've been told you have some…special abilities."

She nodded, though reluctantly. "If you don't mind, sir, I would prefer not to show them to you right now."

"Oh, no worries, Doctor Powers," said Pierce, shaking his head. "I wouldn't ask you to do that. I just want to confirm everything with you. I feel you have a right to share your side of the story."

His words comforted her a bit. She didn't feel as tense all of a sudden and let out a deep breath, letting her muscles relax. "Thank you. But there's not much I can add. I've already filed a report."

"Indeed you have." He opened the file and leafed through it, glancing at each page before closing the folder. "Doctor Powers, you have proven to be an exceptional worker and scientist. What you've done with the human brain is fascinating." He placed the folder next to his glasses. "That's why I would like to ask you for a favor."

That was a bit of a relief at first. So obviously he hadn't want to talk to her for bad reasons. That was always good. However, Gwen didn't like doing favors. Orders she could handle, but not favors. She nodded, nonetheless.

"I want you to head a new program. It's called the New Conversion Program. SHIELD recently came across a terrorist cell and released a group of prisoners, all of which are brainwashed completely. They have no memory of who they are. I want _you_ and a group that is being recruited to reverse what was done to them."

Gwen thought for a moment. "Why is it called the New Conversion Program?"

Pierce laughed. "You'd have to ask the Council that. I don't get to come up with the program titles." He sobered. "This isn't going to be like any project you've worked on before. These people are volatile. They could lash out at any time."

"Why are they so important?" In hindsight, Gwen realized it was a bad question to ask, but she just didn't understand why she was being tasked to help these people. There was one reason, and she was praying that Pierce wouldn't say it.

"They're important because we can learn from what happened to them." _Dammit. Just what I _didn't _want to hear._ "It may prevent us from ever having a brainwashed soldier again."

Soldier. No one called SHIELD Agents soldiers. Gwen wasn't sure how to take that. However, she had a feeling there was no declining this offer. Alexander fucking Pierce was personally recruiting her for this job. It had to be very important to SHIELD, or maybe just to him. She didn't know. But with finishing Project Rehabilitation and her secret side project with Steve, she wasn't sure she would have time to start something new.

"Don't worry about all your other work," said Pierce as if reading her mind. "You'll have a whole team working for you. If you can't be there, they will be. We're searching for potential candidates now, actually."

Gwen finally nodded. "Okay, I'll do it."

Pierce smiled. "Excellent! Once we have a team ready for you, I'll let you know." He stood up and Gwen copied him. "Everything will be set up for you beforehand."

"If you don't mind me asking, sir, but where are the people right now? The ones that were brainwashed?"

"Frozen," he answered. "We put them in a temporary state of suspended animation to keep them subdued."

Gwen gaped. "But wouldn't that kill them?"

Pierce suddenly seemed uncomfortable with her questioning and instead opted to put his hands on her shoulders, looking her in the eyes. "SHIELD knows what they're doing, Doctor Powers." He let go of her and picked up his glasses, placing them back on his face. "I'd hate to waste more of your time. Thank you for your willingness."

She took that as her cue to leave. "You're welcome, sir. Thank you for the opportunity." As she left his office, she couldn't help but feel unnerved as his eyes stared into the back of her head.

* * *

><p>Gwen was sitting cross-legged on a bench in front of Palisades Library as she heard the sound of a motorcycle come close. She looked up from her tablet where she was risking a look at old records of her father, not having received the information from Peter yet. Steve got off his motorcycle and she noticed he hadn't been wearing a helmet.<p>

"Not one for safety?" she asked him as he approached her.

He laughed. "Being a super-soldier has its perks."

"Or maybe your head's just too big for a helmet to fit."

His laugh turned dry. "Nice one. At least it wasn't an old man joke. I get enough of that from Romanoff and Barton."

Smiling, Gwen stood. At their last appointment in the middle of the week they had decided to meet at the library at one in the afternoon on Saturday when they both had time off. Normally Gwen worked every day by choice, but she had some vacation days built up and decided to use one just for this. She had been nervous as she got ready in the morning, spending at least fifteen minutes trying to decide what to wear. Eventually she had shaken her head, remembering that this wasn't a date. She was just trying to help Steve catch up on literature in the 20th and 21st centuries. That was it. Despite that, she still chose to wear a sleeveless, green chevron dress, putting on matching canvas shoes instead of sandals out of the fear she'd trip over her own feet. She noticed that Steve was wearing another tight t-shirt, showing off his well sculpted muscles that made her feel even more nervous. _Stop it, stop it, stop it! What the fuck is wrong with you, Powers?_

"How are you doing?" he asked her as she slid her tablet into her bag and followed her inside the library.

Gwen lowered her voice. "Fine." She had told him about the New Conversion Program, and Steve had been in full support of it, saying that she would be the best to help the brainwashed victims. It gave her some confidence, at least. "You?"

"Fine."

She rolled her eyes and pulled out a list, handing it to him. "These are all the books published after you went down that I find important. I'm not an expert at classic literature, but my mom is, so these are some of the books my brother and I had to read as kids because she thought they would enrich our lives."

Steve looked up from the list. "Did they?"

Gwen shrugged. "Can't really say. We can take a look at each of them to see which ones you're interested in. I won't force you to read anything. That takes the fun out of it."

The first one on the list was _Lord of the Flies_. That had led Gwen to remembering _The Lord of the Rings_, which Steve was far more interested in.

"So this is after _The Hobbit_?" he asked.

"You read the _The Hobbit_?"

He nodded. "Bucky gave a copy to me for my birthday. He was really into that kind of stuff."

As they went through the list, Gwen started to pick up on what kind of books Steve liked. He was interested in the dystopian ones and wanted to read the fantasy ones, like _Harry Potter_, because it was something Barnes would have read. In the end, they had a handful of books that Gwen used her card to borrow, making Steve promise to get them back before they were due.

All the books were placed in a bag which Steve carried as they walked out of the library. "Do you not have a car?" he asked, stopping by his motorcycle.

Gwen shook her head. "I take the Metro. Though it wouldn't surprise me if a Lamborghini suddenly showed up in front of my building with a card that says 'Stark Industries' on it."

Steve laughed. "Does Stark send you gifts often?"

"More often than I'd like." She shifted her weight from one foot to the other, taking a deep breath. "Listen, I know it must be hard adjusting and everything, but there's this small theater that's playing older movies next weekend. It might take your mind off of things if you see something familiar."

He raised his eyebrows. "Are you asking me out on a date?"

Gwen choked on her words, stuttering as she tried to figure out what to say. "No – no! It's just a suggestion. I mean, I don't even have to go with you or anything."

"Well, I wouldn't mind having some company," he said, straddling his motorcycle.

"So are _you_ asking me out on a date?"

He smirked. "It's just a suggestion."

* * *

><p>By Monday a package arrived at Gwen's apartment.<p>

It was really just a large, yellow packet that was sealed with packaging tape and shoved into her mailbox. Vaguely annoyed at the delivery person, she pulled it out as best she could and headed up to her apartment.

She used scissors to open up the packet, noticing the return address was the home of Peter Parker, and turned it diagonally in the air so that the contents slid out into her free hand. Everything was contained in a single manila folder labeled "Genesis." She brought the folder over to her couch along with a glass of wine, setting the glass down on the coffee table. Next to it she placed the folder, opening it and laying everything out in front of her. Biting her lip, she delved in.

_Genesis Project_

_Subject 1_

_Subject 1 was altered in the womb. The subject's mother was given a dissoluble pill in her water, the results promising. While the mother was unaffected, as hypothesized, the subject has displayed an ability to manipulate energy when angered. Both mother and subject are unaware of Genesis and will remain unaware until it is finished. _

Gwen had to stop. It was only four sentences, yet she felt sick to her stomach. Everything on the paper in front of her was handwritten and she knew better than anyone that it was her father's handwriting. What kind of monster did this? Her curiosity got the better of her and she kept reading, skimming over the pages upon pages that documented her life as an experiment.

_May 19, 1993_

_Subject 1's progress is moving well. Her abilities go far beyond what even I can predict. Within time I believe she will be able to do more than just manipulate energy. The only setback is her personality. I did not take into account that the subject would be opposed to her gift. In time, she will learn to appreciate what I gave her and will help me lead the new species into this world._

_August 5, 1997_

_As a teenager, subject 1 is showing no interest in her abilities. While I find this disappointing, it will be changed in time. She has displayed unbalanced emotions and anxiety and hides her gift from the rest of the world. _

_June 20, 2004_

_Subject 1's brother is suspicious of Genesis. He has attempted to pull her away from me. I will not allow it. _

_September 8, 2007_

_Subject 1 is now deemed a failure. I tried to be close with her and convince her of her greatness, but she would not listen. This will be the last entry. I know the asset will be sent after me. I can only hope my legacy lives on in Subject 1 and the Squad. My only regret_

That's where the last entry ended. There were blood stains on the paper, dried and dark. Gwen shivered as she read over the date again.

September 8, 2007 was the day Raymond Powers died in a car crash.

Something was telling Gwen there was more to that story than meets the eye.

She looked at the clock on the wall above her television. Pinching the bridge of her nose, she saw it was nearly two in the morning. Her brain was buzzing, her thoughts moving too fast for her to try to sleep. But she needed to tell someone this – she needed someone to know besides her and Peter Parker.

Using her cell phone, she dialed a number she had tried to forget, Dev's voice answering with a groggy, "Hello?"

"It's me," said Gwen. "I'm sorry to wake you up."

"Nah, it's not like I need sleep anyway," he replied, his voice practically dripping with sarcasm. "What d'you want?"

Gwen bit down on her bottom lip. "I just need to talk."

"This early? Can't it wait?"

"No. Well, yeah, it can, but I can't." She pulled her legs underneath her, staring at the documents as though they had burned her when she touched them. It sure felt like she had been burned. "Dad was a monster."

"Oh, so you finally figured it out."

"This isn't funny, Dev." She briefly recounted her talk with Peter, leaving out the part with Spider-Man, of course. She told him of what she read, how in Raymond's eyes she was always Subject 1, not Gwendolyn Powers. Not the little girl she always thought she had been to him. "I was an experiment," she said. "The whole time I thought he loved me, he just loved his experiment."

Dev's voice was soft. "Maybe he did still love you."

Gwen shook her head to herself. "No, he couldn't have. Someone who experiments on people without their consent doesn't have the ability to love." She sighed. "It says you were suspicious. What did you find out?"

"To be honest, I thought he was brainwashing you. It was like you never saw anything else. Mom was miserable with him, you know."

"What?"

"I think she knew. She never said anything, but she must have."

"Then why did she stay with him?"

"Beats me. Maybe she was like you. Maybe she loved him just a little too much."

Rubbing her forehead, Gwen took a deep breath. "How am I supposed to move on after this?"

"Well, dad's dead. You don't need to worry about him doing anything."

"But he wasn't alone. He worked with Peter's dad – maybe they were in it together."

"Don't even think about it, Gwendolyn. You'll just get all worked up thinking of all these conspiracy theories and it'll get you nowhere. Actually, it'll get you hurt because you have a tendency to that sort of thing."

Gwen paused for a moment. "I think dad was murdered."

"By who?"

"I dunno. He just says 'the asset will be sent after me.' He wrote that the day he died, Dev. That accident was arranged."

"What did I just say about going overboard with the thinking? Forget about it, Gwendolyn. Forget about all of it. Take those documents and _burn them_. You're not gonna get any kind of closure so you need to move on yourself. Maybe you can talk to mom about all of this."

"Absolutely not. She and I aren't on good terms, still, remember?"

"We made up, didn't we? You can make up with her too." She heard him sigh. "I really need to get back to sleep, sis. I'm sorry."

"No, it's fine. Don't be sorry." She absent-mindedly played with strand from the hem of her shirt. "I should try to sleep too."

"Are you gonna be okay?"

Gwen didn't answer him. "Goodnight, Dev." She hung up before he could respond, placing her phone down on the coffee table.

* * *

><p><em>This isn't a date. Stop freaking out, Gwen. This is just two friends hanging out together. Different genders can be friends. Stop acting like this is a date. <em>

Throwing herself down on the bed, Gwen let out a groan of frustration. The entire week had been hell. Or sort of hell. It really wasn't as bad as she made it out to be, but in her head, it was _torture_.

First of all, she had tried to follow Dev's advice. She kept all the information to herself, not wanting to bother anyone else with the knowledge she had, but it didn't stop her from caving and looking up Raymond Powers in SHIELD's database.

Unsurprisingly, nothing came up. So she tried to let it go. Yet there was still a part of her that told her she needed to dig deeper. It told her she was just scratching the surface. Her paranoia may cause her great deals of anxiety, but it certainly helped out in the long run. It wouldn't hurt to find out a bit more, would it? This _was_ her entire life, anyway. She had a right to know everything.

But then Saturday came along and so did her get together with Steve.

The movie theater was playing _Casablanca_. She wasn't overly fond of the movie, but when Steve found out he was thrilled. It was something he had seen before he was frozen. Gwen figured the familiarity might comfort him in some strange way. She only wished there was something to comfort her as she worried about what to wear to her not-date with her patient to a freakin' movie.

_This is so unethical, isn't it?_

She settled for a black top and a beige skirt, running her fingers through her blonde curls and throwing on a light sweater just in case. Steve had offered to pick her up so she wouldn't have to take the Metro, but she felt that him picking her up made it more date-like, so she declined. Grabbing her bag, she left her apartment and took the Metro downtown.

The movie theater was older than most and was a place Gwen had always been fascinated with. She remembered being a kid, her father taking her to old movies that he used to love as a child whenever they played there. Now that she knew the truth about him, looking up at the old marquee and remembering all the times the sign had read _Psycho_ or _The Wizard of Oz_ or _Gone with the Wind_, she felt her heart ache and her emotions flared. But if she was going to let this whole thing go, she was going to have to be able to walk inside the theater with someone new and make it their own, taking away Raymond's hold on it.

"Hey!"

Gwen turned and saw Steve coming up to her. She smiled, negative thoughts vanishing. "Hi," she said, smirking when she saw that the buttons on his shirt were becoming strained. "What, does SHIELD not let you have clothes your size?"

He looked down, his cheeks flushing slightly. "Well, people don't really tailor to super-soldiers these days."

"Shame on them." Gwen heard giggling to the side and saw that a group of young women were ogling Steve. "Though clearly it gets you attention."

He followed her gaze and offered the women a friendly smile. They all waved, giggling some more. Gwen clenched her jaw. "To be honest, it's not really the attention I want."

Gwen's jaw loosened as she turned back to Steve. "What kind of attention do you want, then?"

He shrugged, sticking his hands in his jean pockets. "I like your attention, that's for sure." Gwen's heart fluttered. _Dammit_. "And I like when little kids recognize me and call me a hero. It's a bit egotistical, but I like to know I made an impression."

"An impression?" Gwen was incredulous. "You did more than just that – you saved the whole goddamn world. Twice."

"It's a part of my job."

She laughed. "Right. No big deal or anything." She checked her watch. "We should probably get inside, I already bought our tickets. We just don't want to be late."

Steve was abruptly somber. "Yeah. I have a tendency to do that."

Gwen frowned, but didn't say anything. She decided she would bring it up at their next appointment. Instead, she grabbed his hand and gave him a reassuring squeeze as if to say everything was alright and pulled him inside the theater.

* * *

><p>"Wait so the 3D doesn't pop out at you?"<p>

Gwen laughed as she walked with Steve, the Potomac to the right and a few straggling people to their left. "It's called real-D 3D or something, I dunno. It's made to look like you're actually there and not watching it on-screen. You should go see a movie like that some time."

Steve stuck his hands in his pockets. "Maybe." He looked out at the river. "It's amazing how things changed, y'know? I mean, when I went under when film was black and white. Not only is it color when I wake up, but it's three-dimensional. I'm getting used to it though – the whole technology thing."

"You're smarter than a lot of people give you credit for," said Gwen. She absent-mindedly played with the strap of her satchel. Coming to a stop, she leaned her arms on the railing, looking out at the water, the moon reflecting off of it. "How did it feel?" she asked Steve as he copied her to her side. "When you woke up?"

He shrugged. "Well, I didn't wake up in an ice cube if that's what you're thinking."

Gwen laughed, bumping her shoulder against his. "No, I meant when you stopped being unconscious. I heard about what happened in New York. You running out into the street made headlines."

"I guess I felt scared. Really scared, actually. I didn't know where I was and why people were lying to me. And then seeing Times Square…it's hard to explain. I knew something was wrong but I couldn't place it. It was like I had been sucked into a parallel world or something." He took a deep breath. "And then Fury told me I was asleep for seventy years. It's still hard to believe."

"Understandable." Gwen wrung her hands. "You should go to the Smithsonian sometime if you haven't caught up on what you missed yet."

"I've been thinking about it. There's just one problem."

Gwen figured it out quickly. "The Captain America exhibit." She licked her lips. "I could go with you, if that would help. I've been there before. The exhibit's not that bad. It's really well done." She glanced at him out of the corner of her eye, choosing her words carefully. "There's a memorial for Barnes. I think you'd like it."

Steve moved away from the railing and began walking again, dragging his feet. It was then that Gwen realized their get together had turned somber suddenly. And to think less than a half hour ago they were watching Casablanca together, Gwen catching a few glimpses at Steve as he appeared to be the most comfortable she'd ever seen him. Now she just had to go and bring up his dead best friend. _Way to go, Gwendolyn._

"I'm sorry," she said, catching up with him. "I shouldn't have said anything."

"Don't be sorry," he replied. "You didn't do anything wrong."

Gwen bit her bottom lip. "Why don't we talk about something happy, then?" She paused. "_Are _you happy, Steve?"

He shrugged, taking a moment to answer. "I don't really know."

Okay, so talking about something happy wasn't to come easily. Gwen was pretty sure it would be hard to talk about something happy after ruining the conversation like she did, so instead she turned it around on herself. She gulped. "I was an experiment."

Steve stopped and turned around to look at her, his brow creased. "What?"

She went over everything that she found out, keeping her voice low out of habit. Steve listened to her intently, hanging on every word. When she finished, she stared at him for a moment, waiting for a response.

"Christ," he mumbled. It was strange to hear him say that. "Gwen, I'm so sorry."

She nodded. "Me too. Now I'm stuck with this whole mystery and Pierce is starting a new program that he wants me to head while I'm still finishing off Project Rehabilitation. It's too much."

"Why don't you say something?"

Gwen shrugged. "It's not my job to say something. My job is to stay quiet and do as I'm told."

"That's not much of a job."

"It's the best I can have." Taking a breath, she spoke her mind. "Something feels weird. It's hard to explain…but I just have this awful feeling, y'know? I _loved_ my dad. I thought he was the best person in the world but now _this_. He's not who I thought he was." She looked at Steve. "What if there's more to this? What if I just keep finding secret after secret and my whole life just unravels?"

"Then all the people who care about you, including me, will be here to help you," said Steve.

Gwen felt her heart jump up into her throat, her face burning slightly. She looked away to hide it. "You care about me?"

"Of course! You're my friend. In case you haven't noticed, I don't have many friends right now."

She could tell that was meant to be a joke, but she couldn't bring herself to laugh. God, Dev had been _so _right. How could she have thought pushing people away was a good idea? Knowing that Steve had her back was enough to make her feel like she could handle this whole thing with her father. It made her feel like there wasn't anything to really be afraid of. She had a _friend_ on her side, and it wasn't Tony using his money or Natasha scaring people into doing things – it was Steve Rogers believing in her when she didn't believe in herself. If only she had met him sooner than this.

"Thank you," said Gwen, a strange feeling bubbling up inside her. "That means a lot to me."

"It's no problem. What're friends for?"

For some reason, Gwen felt like saying something about them being more than friends. Not romantically, of course – okay maybe she had feelings for him, but that was something she'd have to take care of later. But they weren't just friends. They were…she didn't know. But she didn't dwell on it. For that moment, she could just bask in the bliss that Steve brought to her life, ignoring the foreboding that weighed heavily on her mind.

* * *

><p><em>AN: Hello again! I'm honestly really happy with chapter and couldn't wait to post it, but I got sidetracked because I went to see GOTG again. SO GOOD. Hope you guys have a great weekend!_


	7. Naturally Some History

**Freedom Lies In Being Bold**

**Chapter Seven**

**Naturally Some History**

_"I feel you on my fingertips. My tongue dances behind my lips for you."_

_-Flyleaf, "All Around Me"_

* * *

><p>Being in New York again was irritating, but Gwen could deal with it. By the end of the day she'd be back in D. C. That was the thing getting her through this.<p>

She was escorted through the halls of Ravencroft by two intimidating security guards holding guns. As far as she knew, Curt Connors wasn't a danger anymore, but there was definitely something wrong with him if she was being called in to talk to him. Ravencroft normally asked for SHIELD's help with the worst of the worst. She had spoken to some of the inmates before, but none of them had transformed themselves into giant lizards. This was going to be interesting.

"We'll be monitoring your conversation," said one of the guards as they came into a stop in front of the door that led into an interrogation room. "If you need help or feel unsafe, just say 'Thank you for your cooperation.' We'll come right in."

Gwen nodded. "Thank you."

The guard opened the door for and closed it when she walked inside. There was a metal table in the center of the room and a mirror on the right. She wondered who was watching from the other side.

At the table was Connors, though he didn't look like the man in the pictures she'd seen. He was disheveled and distant, staring into space. He was missing his glasses and Gwen wondered if he could even see anything.

"Doctor Connors," Gwen began, sitting down, "my name is Doctor Gwendolyn Powers. I've been sent to speak with you."

He looked at her, deep in thought. "Powers..." he repeated as if testing the word on his tongue. "You're Raymond's daughter."

Gwen forced a smile. "Yes, that's me." She didn't know her father was on a first name basis with Connors. Hell, she didn't know the two knew each other.

This seem to catch his interest, bringing him out of whatever thoughts he had been previously having. "I'm so very sorry for what happened to him."

Swallowing thickly, Gwen nodded. "To be honest, I'm not overly fond of him."

Connors laughed. "Neither was I. He kept many secrets, that man."

"Tell me about it." She took a deep breath and folded her hands on the table. "Doctor Connors, are you aware of what's happened?"

He sobered, a frown tugging on his lips. "Yes."

"Are you aware that Captain Stacy died on top of Oscorp Tower?"

His frown increased. He paused before answering. "Yes. It was my fault."

"Why do you say that?"

"I'm the one that killed him. He was only trying to do his job." Connors looked up abruptly. "Is Pet - Is Spider-Man alright?"

So Connors knew who Spider-Man was. Not a surprise, Gwen supposed. She gave a kind smile. "He's okay as far as we know. No one's exactly in touch with him, necessarily, being a vigilante and all."

"Yes, right. Good."

Gwen leaned forward a bit. "So you knew my dad?"

A voice in her earpiece spoke up. "Doctor Powers, we would prefer if you stayed on topic."

Reaching back and pushing some hair behind her ear, she inconspicuously turned off the earpiece. She waited for a moment to see if anyone would come bursting in, but as Connors answered, it seemed no matter how pissed everyone was, they weren't going to interrupt her.

"We worked together," said Connors. "He wanted to keep it secret for personal reasons. Before he died, I discovered he had stolen some of our research."

Gwen raised her eyebrows. "He stole it? Why?"

"He was working on a project he called Genesis."

Her heart dropped. Images of the papers Peter sent her flashed through her head. It made her skin crawl, the hairs on the back of her neck sticking up. "What was the point of Genesis?"

"To create a new race of human beings," Connors answered. "I presumed he meant a better, stronger, healthier race - but in the end I believe he wanted to create superhumans."

That's what he did to her. She was Subject 1, the first of a new species. It made her nauseous.

"So he never really worked for Oscorp, did he?" she thought aloud. "He just used the company's research."

"Sadly, yes."

Gwen bit her bottom lip. "Interesting." She smiled at Connors. "Thank you, Doctor. I appreciate your cooperation." Standing up she offered her hand to him which he slowly took and shook. She pivoted on her heel and exited the room, the guards waiting for her with irritation written on their faces.

"I think I've gotten all I need," she told them. "I would like Doctor Connors to be moved by SHIELD to The Cube."

"But Doctor Kaftka-"

"I don't care what he says. I think Connors would be more comfortable at a SHIELD correctional facility than at Ravencroft." While that was true, Gwen mostly wanted him moved because he was of use to her. She knew it was selfish, but that didn't deter her. She deserved answers and _dammit_ she was going to get them. "If you have a problem with my request I suggest you take it up with Director Fury. But I really don't think that'll keep you on his good side."

The guards all looked at each other before facing her again. "Alright," said one of them. "Connors is all yours."

* * *

><p>Gwen stood in Pierce's office once again, the afternoon light shining in through the massive windows.<p>

"Do you think Doctor Connors will be able to help us in any way?" asked Pierce.

Gwen nodded. "He wants to help us. He feels bad about what he did."

"He cost New York over a dozen lives, Powers. He doesn't deserve your sympathy."

"It isn't sympathy, sir." Gwen fiddled nervously with the silver band around her wrist. "Connors gives us an advantage. His research was only for Oscorp but now we have it. This could help us in the long run."

Pierce tapped his pen on his desk, staring at her in thought. As much as she wanted to look away, she didn't back down. Finally he put down the pen and leaned forward, his hands folded on his desk. "Is this because of your father?" Unfortunately, to explain Gwen's desire to have Connors brought to the Triskelion, she had to give a brief summary of her discoveries about Raymond Powers.

Her mind told her to lie, to just say "no" and be done with it. But lying to SHIELD seemed to generally get her nowhere, so she nodded. "Partially, yes. Bringing Connors here brings him closer to me and allows me to do more research, but I promise that this is important research to SHIELD, too. My dad stole from Oscorp. He had to have a reason for doing so."

Sighing Pierce stood, sticking his hands in the pockets of his black dress pants. "I trust you, Doctor Powers. If I didn't, I would have denied your request for Connors and I would have never made you the head of the New Conversion Program." He grabbed a file folder off of his desk. "Speaking of – here's the list of people who will be working for you. It's a small group, but I'm sure you'll manage. They're some of the brightest minds out there."

Gwen accepted the folder, opening it and glancing over the documents which showed records of the four people chosen to work with her. "Do they all work for SHIELD?" she asked.

"One of them does. Doctor Riley Cho. Remember her?"

Gwen did. Riley happened to be one of the people also working on Project Reconstruction in Chicago. Clearly she had passed SHIELD's test if they were bringing her to D.C.

"How are things going with Rehabilitation?" asked Pierce.

"Alright," said Gwen. "I'm wrapping things up soon. I think everyone's doing a lot better now. Hopefully I'll be clearing everyone for duty by next week."

"Excellent." Pierce adjusted his glasses. "And Rogers?"

"Excuse me?"

"Fury told me of the side project he gave you. How is that going?"

Gwen was slightly taken aback, mostly because she hadn't expected him to ask her about Steve. "I don't see much of a reason to have him keep visiting me," she explained. "Nothing about him suggests any kind of threat to SHIIELD or national security. He's a good guy."

Pierce hummed. "I heard you two are getting pretty close."

Narrowing her eyes, Gwen fought to choose her words carefully. "What does that mean?"

"It means exactly what I said. I heard you two are getting pretty close."

She took a breath. "Well, if that's insinuating Captain Rogers and I have formed a relationship outside of being a patient and a doctor then I have to inform you that you're mistaken."

"I wasn't insinuating anything, Doctor Powers," said Pierce with a smirk. "Just checking up on things. Oh! And before I forget." He walked over to her and removed the metal band around her wrist. Gwen's heart jumped as she was finally free of SHIELD monitoring.

"Did Fury green-light that?" she asked.

"I just don't think it's necessary anymore," said Pierce. "You're heading a whole program – it means we trust you enough to not have that silly thing anymore."

Gwen couldn't fight off a smile. "Thank you, sir. I promise I won't screw up like that again."

"Trust me," said Pierce, looking out the window, "you won't."

* * *

><p>"Are you sure you're ready for this?"<p>

Steve looked up at the Smithsonian, squinting his eyes as the sun rays hit him directly. "This place is a lot bigger than I thought it was."

Gwen took his hand in hers to provide some comfort and also because she really just wanted an excuse to hold his hand. Technically it was still platonic, even if this was the third time they were hanging out together. But that's what friends did, right? Her and Steve weren't dating. He had never asked her out and vice versa. Taking a deep breath, she tugged him forward. "It's not so bad," she told him. "I used to come here as a kid. I think you can handle it."

"This place is huge," he said. Clearly he was fixed on that.

Gwen nodded. "It takes days to go through the whole place which is why I'm taking you to the stuff you should see. You can always come back at another time to see the rest." The wind blew her hair in her face and she pushed it behind her ears. "I think you'll like it. Going through here is a lot easier than trying to read a bunch of books, not even knowing where to start."

"I know," he said. "I'm just nervous about my exhibit."

"I'll be here to whole time," Gwen reassured him, giving his hand a squeeze for emphasis. "If you want out, I won't argue. I don't want you to get uncomfortable or have any flashbacks."

He licked his lips. "I think I'll be fine."

"Okay, but if you feel a panic attack coming on just let me know and we'll leave."

Looking at her, Steve gave a small smile. "Thanks, Gwen. But you don't need to worry about me."

_Try telling that to my anxiety._ "Alright," she said. "Let's go inside then."

Gwen purchased their tickets despite Steve's insistence he paid, whipping out her wallet before he could even think about it. Once inside, she made an effort to put some distance between them, making sure not to act as a personal tour guide as he went from exhibit to exhibit, even for the things that he hadn't missed while frozen. She made sure he hit the highlights: the Air and Space Museum; the American History Museum, focusing mostly on the exhibits that were about the years following World War II; and of course took him to see the various art galleries and museums, remembering him once mentioning that he used to be an art student before the war during one of their appointments. He was far more fascinated with art than she predicted he would be, and if she was honest, she found it endearing.

For some reason she still had an image of him in her head of being the voice of America, a soldier who fought for the people, the mascot of freedom. Watching him observe a piece of art for the sake of enjoying it wasn't something she ever pictured him as doing. The more human he was to her, the more she liked him. Slowly he was becoming more than just a picture in her high school textbook, he was becoming her best friend – someone she admired. And perhaps her thoughts went a little too far when she saw him in a tight-fitting shirt.

It was when they came up to the Captain America exhibit that Gwen began to feel incredibly nervous again. It wasn't necessarily because she was afraid Steve would breakdown; if anything she was just worried it would bring back some memories he wasn't keen on thinking about. Before they left the Smithsonian, he was going to look at the memorial to Barnes. She prayed he would be more proud than sad.

"Are you sure you're ready?" she asked him in all seriousness.

He squeezed her hand, looking into the entrance of the exhibit, the sound of Gary Sinise's voice drifting out from the various speakers. "I've gotta do it at some point, don't I?" said Steve.

Gwen shook her head. "If you're not ready then you shouldn't go in there. I can't tell you how you're gonna react."

"I gotta do this," he said with utmost certainty. "I have to get some closure. It'll help - you said it'll help, right?"

"It could, but I can't guarantee it." She stood in front of him, concerned. "I just don't want you to be triggered by anything."

He gave her a reassuring smile. "If I am, then you'll take care of me. That's what friends do, right?"

Gwen nodded. "Right." She grasped his hand now, standing next to him. "Ready?"

"Ready."

Gwen walked forward first, not necessarily dragging Steve along but still tugging on his hand a bit, perhaps from her eagerness to get it all over with. She was just so damn worried this would go haywire; that Steve would be upset from the exhibit and bring out a coping mechanism and distance himself. She had gotten so far with him now and didn't want to let all that fall apart because of some bad memories.

Steve spent a relatively short amount of time in the exhibit. Gwen stood next to him the entire time, letting go of his hand when he became entranced by the televisions and plaques. When he moved she was close behind, but far enough away that he could be in his own little world, grieving over the time that he's missed. She watched him carefully, monitoring for any signs of distress. The only time she saw him freeze was when he saw the mural of the Howling Commandos. He recovered quickly, managing to even see a video of Peggy Carter who Steve had alluded to have a romantic interest in, up until he saw the memorial to James Barnes.

He stood in one spot, his lips slightly parted, his eyes Bambi wide. A whole lifetime flashes in his eyes and Gwen imagined pre-serum Steve and Barnes walking through the streets of 1940s Brooklyn. It hurt her heart.

Slowly she approached his side and slipped her fingers through his, giving a squeeze. It seemed he didn't register the action as his eyes moved from left to right, over and over again. Each word must have been seared into his brain at this point. It worried Gwen how long he was staring at the memorial to the point she actually tugged on his arm. "How ya doing?" she asked softly.

Steve swallowed and pursed his lips, finally blinking. "They did a good job. With the memorial, I mean. Bucky would've loved it."

Gwen smiled. She looked up at him. "Do you wanna leave?"

"Yeah," he said, sniffing quietly. Was he crying? _Please don't cry. I don't know how to handle a crying super soldier. _"I think I got what I wanted."

Nodding, Gwen and Steve left the exhibit hand in hand. After leaving the museum, they went back to Steve's motorcycle in silence. It was worrying.

"We should talk," said Gwen as he handed over her helmet.

"Okay," he said. "What d'you wanna talk about?"

She shook her head. "Let's not do it here. I know the perfect place to go. It's pretty much the best place on Earth."

* * *

><p>"IHOP?" asked Steve as he turned off the bike. There was a hint of a smile on his face making Gwen's heart clench.<p>

"I like IHOP okay? It's breakfast 24 hours a day and I don't always get a breakfast if I'm running a bit later than I want to be."

After taking a seat in a squishy booth, Gwen noticed Steve still hadn't lost his smirk. "What?" she asked.

He shook his head. "Nothing. It's just kind of...cute."

Gwen raised her eyebrows. "Cute?"

"I mean, it's just - I should probably stop talking now."

Smiling, Gwen rested her chin on her fists. "No, keep going."

He laughed. "You just want to torture me, don't you?"

"Don't think of it as torture; think of it as showering me with compliments."

"Well, I'm sure you get a lot of them."

Gwen shrugged, touched but trying to appear nonchalant. "Not as often as you might think."

They ordered sodas and their food at the same time, Gwen knowing exactly what she wanted and, due to Steve's lack of knowledge of IHOP, she knew exactly what he should try. He just happily went along with it to Gwen's surprise and pleasure.

"So," said Steve, "what d'you wanna talk about?"

She swallowed thickly. "How d'you feel?"

Steve shrugged nonchalantly. "Fine. I'm hungry now, though. But it's pretty obvious why."

"That's not what I meant."

He smiled ruefully. "I know." Heaving a sigh, he sat back and met her gaze. "What d'you want me to say?"

"Just tell me how you felt. Was it hard to look at all of that? Your exhibit, I mean."

"Yeah," he said softly. "It was hard." Gwen saw him start wringing his hands on his lap. "I knew it would be, though. Most of those guys are…dead."

"Not all of them," said Gwen.

"I saw the files SHIELD had on them. Morita and Falsworth are dead." He ran a hand over his face. "I couldn't keep going after that."

The waitress came back with their drinks and Gwen decided that teaching Steve to blow the wrapper off a straw would have to wait for a less somber time. "Dugan's alive," she said, not looking at him as she tore off the wrapper and placed the straw in her soda, absentmindedly twirling it around, making the ice cubes clink into the glass. "I met him once. He left SHIELD shortly after I joined."

"I thought people don't leave SHIELD," said Steve.

Gwen shrugged. "Not if you don't know how to stay off the radar. No one's had direct contact with Dugan for years. Everyone just kinda lets it go because he helped create SHIELD. I don't know about everyone else though. Except Peggy Carter." She realized she had trodden on to thin ice when Steve tensed, his eyes staring at his drink as if he was lost in thought. "I'm sorry, I shouldn't have brought that up."

"This is gonna sound horrible," said Steve, "but I kinda…I kinda wish Peggy wasn't alive right now." He quickened his voice. "I mean it's not that I wish she was dead but…man this is selfish."

"It's okay. You're allowed to be selfish once in a while."

He shook his head. "No, not really." He looked ashamed. "Forget I said anything."

"Tell me. I won't judge."

Taking a deep breath, he looked down at his hands, shrugging half-heartedly. "It just hurts too much, y'know? Who knows what would've happened if I hadn't been frozen."

Seeing his blatant discomfort made Gwen's heart twist like a washcloth being wrung. "Why don't we talk about this later, alright?" She took a sip of her soda and an idea came to her. "Oh! Let's play a game!"

Steve laughed, some of the tension seeping out of him. She could still tell by the nostalgic gaze in his eyes that she was going to have to work to pull his head out of whatever thoughts were clouding him. "A game?"

"Yep! I used to play this as a teenager all the time, but let's do a more restaurant friendly version. You ever heard of never have I ever?"

"Sounds kinda scary."

She grinned. "Only if you've done weird stuff. Don't worry, we'll keep it simple. The rule is if you've done the thing, you don't take a drink of your soda. If you haven't, you take a drink."

Steve absentmindedly grabbed his glass, pulling it toward him. "Okay. Doesn't sound too hard. Let me guess, normally you play with alcohol?"

"Yep."

"But you played it as a teenager?"

Gwen felt her face heat up. "Not everyone always makes the right choices like you do."

He scoffed. "Oh, don't be so hard on yourself. Besides, it's not like I haven't made a few mistakes along the way."

She easily saw the conversation going bad again, so she decided to go first. "Okay, never have I ever gotten drunk on a school night." Eyeing him, she watched as he stared her down, a goofy grin on his face. He didn't take a drink. "Oh my God, Mr. Goody Two-Shoes has gotten drunk on a school night?"

"Back when I could," he said. "Can't now. Super-soldier stuff stops it. Plus I'm not in school."

"I guess you _did_ make a few mistakes. Now it's your turn."

He thought for a moment. "Never have I ever gone to jail."

Gwen was thankful she hadn't, so she took a drink.

"And you called me Goody Two-Shoes."

"Shut up, it's my turn." She licked her lips. "Never have I ever walked in on my best friend." She smiled to herself as Steve's face turned red, his thumb tapping his drink. He didn't take a sip. "Let me guess – Barnes?"

"He was good with women."

Gwen shrugged. "And you're not? You're good with me."

"But I know you. Well, I was nervous when I first met you, but you're easy to get along with. My turn; never have I ever stolen something."

She took a drink. "Okay, maybe I am a bit of a Goody Two-Shoes."

"There's nothing wrong with that. Without good people we'd just have a world full of bad."

"That's true. Never have I ever been in love."

She hadn't realized what she said until a few seconds after it left her mouth. Nervously she watched as Steve didn't take a drink, her heart becoming heavy. She wasn't sure how to take this, or what her heart was really feeling. She had an inkling that it was Peggy Carter he had been in love with. Actually, it was pretty obvious. In all honesty, Gwen felt jealous. She didn't want to, of course. Part of her was jealous because she had never really been in love, even with people she had dated for quite some time. She had loved those people, but it had never been anything serious. The other part of her was jealous for a reason she was cursing herself for – it wasn't her that Steve was in love with. It was weird when she really thought about it. Why would Steve be in love with her? They'd only known each other for a little over a month. Only people in young adult novels fall in love that fast. Yet it bugged her that he was still clinging to the memory of someone he couldn't have when someone he _could_ have was sitting right in front of him. The worst part was that she knew it was bad for her to be thinking that way. After all the insistence she gave herself, she couldn't help but feeling more for Steve than just friendship.

"You've never been in love?" Steve asked. He sounded sad.

Gwen shrugged. "It's just never happened before."

The tension was broken when their waitress came back with their food. Plates were placed in front of them, each filled with pancakes and blueberries on top. Gwen remembered ordering this over and over again when her insomnia kept her up all night or when she was too busy to sleep. It brought back memories of feeling alone. Seeing Steve in front of her, sharing this food with her made her feel warm inside. Maybe she could replace those memories with ones that included Steve.

"So do super soldiers have an intense appetite?" she asked, grabbing the syrup.

Steve laughed. He was definitely back to his regular self. "You have no idea."

Gwen smiled. Maybe she could keep this memory for a long time, her and Steve going to IHOP together. It was so simple, but it meant so much to her. She could only hope it meant the same to him.

* * *

><p>When Monday came around, Gwen was forced down to one of the conference rooms where the New Conversion Program team would enter shortly after her. Pierce had promised to be there to give her the folder for the first patient. She was nervous, without a doubt. She had run Projects before, but normally she did them alone besides when she merely worked on them. This was the first time she was actually commanding people what to do.<p>

Entering the room, she was surprised to see that Pierce wasn't there.

It was Maria Hill instead.

She sat at the head of the table, her black hair pulled back like always, a stoic expression on her face. A folder sat on the table in front of her.

"Doctor Powers," she said, standing up, "Pierce couldn't make it. Something came up, so he asked me to deliver this to you." She picked up the folder and handed it to Gwen who walked across the room.

"Thanks," said Gwen, taking the folder.

"You're welcome." Hill paused. "I see you lost your bracelet."

Gwen looked up, meeting her gaze with confusion. "I'm sorry?"

"Don't hide things from SHIELD again. You're lucky Pierce likes you." With that she moved past Gwen and out the door. Frowning, Gwen watched her leave. She never had much contact with Hill, but for some reason there had always been a cold barrier between them. It wasn't something Gwen worried about, though. Her nerves over the New Conversion Program were too strong to think about anything else.

She sat down in Hill's seat, opening the folder and placing it on the table. The first thing that popped out at her was a picture of a familiar looking man, a tattoo of a dragon along his neck and face. She didn't need to read the name to know who it was.

Oscar Mendez. The Roxxon whistleblower and the man who sent Rhodey classified government information.

"No way," Gwen muttered to herself. The document in the folder gave a detailed description of Mendez and gave some family history as well as how he ended up brainwashed. Reading through the report, certain things stuck with Gwen. Apparently he was in Iran, waiting to speak with a source when he was ambushed by a terrorist group called the Serpent Squad. He was kidnapped and when he was found he had no memories of his own. SHIELD took him and all the others they found into custody and froze them enough to keep them alive but under control. The whole situation made Gwen uncomfortable. She hadn't realized she'd been staring at the photo of Oscar until the door opened and four people poured into the room. "Hi!" Gwen exclaimed, attempting to sound extra cheery. She recognized each person from the folder Pierce gave her. There was Riley, her long dark hair as wavy as ever; Karla Sofen, a successful psychologist; Ed Nelson, a neuropsychologist from Colorado; and Winston Seymour, a criminal psychologist that used to work at Ravencroft but ended up transferring to a smaller prison out of the blue.

Gwen took a deep breath, attempting to recover from the information she just received. Her mind was moving too fast, though. Plans to call Tony started forming in her head. He _had_ to know about this considering he was still looking for Mendez. The whole situation smelled pretty fishy to Gwen, but she would think about it later. Standing up, she greeted her team.

"Welcome to the Triskelion," she said, rubbing her hands together and standing up. She faced Riley. "Of course, in your case welcome back. Has everybody been introduced?"

"We all met in the lobby," said Winston, his voice deeper than Gwen had expected.

"That's good," said Gwen. "Well, my name is Doctor Gwendolyn Powers. I'm a clinical neuropsychologist here at SHIELD and I'm honored to be working with all of you on this program. I'm assuming everyone's been briefed on what this program entails?"

"We were sent folders," replied Karla. "This sounds like a very important project."

Gwen nodded. "It is. We'll be helping a lot of people go back to their lives with this program. It's up to us to bring back their memories and help them adjust back to being themselves." She pushed the folder on Mendez to Riley who took the seat next to her. "This is our first patient, Oscar Mendez." Gwen went over everything that the documents told her, deciding it would be best not to share the part where he sent Rhodey classified information.

"Do you have a plan on how to deal with this?" asked Ed, scratching his head through his thick black curls.

"Sort of," said Gwen, thinking as fast as she could. She had a procedure that she'd follow in cases with memory loss. But this was a completely different circumstance. None of her past patients had ever been stripped of all their memories. Sure, there was rumor that SHIELD had a way to implant information in someone's brain and then take that information when it was safe by wiping all the memories a person had, but it was just a rumor. Fitz had told it to her years ago. Her and Simmons had never believed him. This case was going to require a whole new procedure and the only way to get it to work was by trial and error. "Today our job is to find Mr. Mendez's family and friends. We're each going to contact these people and alert them of the situation and make them aware that they could be called in at any time to help out. In my experience, the key is the right stimulus. It can act as a metaphorical key. The door is the brainwashing. It's locked the lost memories behind the door. They're all still there, but the patient just needs to remember."

Karla passed the folder onto Winston. "But you've never dealt with something like this before, right?"

"Not exactly," said Gwen. "I've seen different types of brainwashing, but nothing quite like this. Mendez was stripped of everything he is by the looks of it. I'll have to do some further research tonight, but this could prove to be incredibly difficult. However if we unlock one door, the next one won't be so hard to open. By the time everyone is fixed, we could have found a way to prevent an event such as this."

"So what's the plan?" asked Riley.

Gwen licked her lips. "I hope for us to interview Mendez tomorrow. Each of us. I'll come up with a series of questions we'll all use and then afterwards we'll see if everyone got the same answers. We'll try to jog his memory a bit by subtly adding in his own personal information. We'll all watch through a window during the interviews so we can watch him."

"What if he doesn't remember anything?" said Winston.

"Then we'll have to try different techniques. I know a bunch." She took a deep breath. "This isn't going to be easy. This could take months, even years to figure out just with one person. If any of you aren't prepared to commit to this program, then I'd suggest you leave now." Gwen waited for a moment, watching everyone look from one to another before their eyes all landed on Gwen. She smiled to herself. "Alright, then," she said confidently, "let's get to work."

* * *

><p>"Something doesn't seem right," came Tony's voice from the other end of the line.<p>

"Exactly," Gwen replied, biting her nails. She sat on her couch in her apartment, Mendez's folder on her coffee table. "What are the chances he's conveniently found when he's going back to being some sort of whistleblower?"

"Not to mention people who are a part of the Rising Tide don't get found."

Gwen sighed. "If I can get his memories back, I'll make sure to talk to him about this whole Ultron thing. Maybe he can give us a lead or something."

"Just be careful, okay?"

"Always am. Listen, don't make Dev do anything he's uncomfortable with."

"Who says I'm gonna do something like that?"

She rolled her eyes. "_I_ am. I know you, Tony. You're gonna have him check on stuff at Roxxon because they're probably a suspect in your mind. Just don't put him in danger."

"The kid knows what he's getting into. What, do you have _no_ trust in me whatsoever?"

"Well-"

"Wow, glad to know how you truly feel."

"Don't take this so personally. Everyone knows you're reckless. Pretty sure it's somewhere in your Wikipedia article."

"Excuse me, then. I have an edit to make."

Gwen laughed. "I'm not even gonna ask. Oh, and Tony," she added. "You don't have to call me Gwendolyn anymore. Just call me Gwen."

He was silent for a moment. "Why the change of heart?"

She shrugged to herself. "Let's just say my dad wasn't as great as I thought he was. Goodnight, Tony."

"Goodnight, Gwen."

She pulled the phone away from her ear and ended the call, letting out a deep breath.

* * *

><p><em>AN: Hello lovely readers. Just to let everyone know, I won't be posting next week. I want to make sure I get caught up in writing as I've had an unexpectedly busy week. See you all next time!_


	8. Why'd It Have To Be Snakes?

**Freedom Lies In Being Bold**

**Chapter Eight**

**Why'd It Have To Be Snakes?**

_"In every conceivable manner, the family is link to our past, bridge to our future."_

_-Alex Haley_

* * *

><p><strong>November 2010<strong>

**Monaco**

* * *

><p>Gwen wasn't necessarily happy to be in Monaco.<p>

The place was beautiful, but Tony's constant talking and people surrounding him for autographs eventually takes its toll.

"Please don't do anything stupid," Gwen told him from where she sat with Pepper in the backseat.

"What could I possibly do?" said Tony.

Pepper scoffed. "I can think of a few things."

"Hey, hey, hey, have some faith. It's not like I'm going to get myself killed."

"Y'know, every time you say that you almost get killed," Happy retorted.

Tony turned on him. "What, you too? Does no one have faith in me? If you don't have faith in me say aye."

"Aye," everyone but Tony said at once.

He shifted in his head, his head low. "I'm not that reckless."

"Yeah, you are," said Gwen.

Happy pulled the car up in front of the building and they exited, the crowd screaming at the sight of Tony. Gwen slung her bag over her shoulder and pretended she was all alone to get past all the photographers. She stayed behind Tony and Pepper as they entered the building, talking to each other in voices too low for Gwen to hear.

God, there was so many people. Each presence was distinct in its own unique way. Every person had a different energy, a different feel. She could pick out Tony's and Pepper's easily and oh God, what was Justin Hammer doing here? She could barely handle watching him when Tony appeared in front of the Senate. It was after that Gwen approached Tony and explained her new assignment for SHIELD was monitoring him and his behavior. However she did not sign up to deal with Hammer and his vexatious personality.

As they moved through the throng of people, Gwen faintly felt Natasha before seeing her. She had already expected to see the spy as they had talked over the phone about Tony's decision to hire Natalie Rushman as his new personal assistant.

"You're monitoring, I'm infiltrating," Natasha had told Gwen.

The amount of people was becoming overwhelming.

Natasha walked away, keeping up her cover. Gwen was suddenly pulled by Tony toward a large man with dark hair and a big nose.

"Gwen, I'd like to introduce you to Mr. Hugh Jones, CEO of Roxxon Corporation. Hugh, this is my good friend Doctor Gwendolyn Powers."

Jones put out his beefy hand. "Pleasure to meet you!" His voice was loud. Maybe it was just to talk over all the other noise.

Gwen politely accepted the handshake. "It's nice to meet you, too."

He creased his brow. "Y'know, I think I have a Powers working for me."

Gwen nodded. "That would be my brother Dev."

"Dev! Of course! The boy is a legend in R&D!"

Tony leaned close to Gwen and whispered in her ear. "Keep him occupied." He handed Gwen the drink he had been holding and walked away, not giving her a chance to question why or force him to stay. Gwen gave her best smile. Be nice, Gwen.

"I haven't talked to him lately," she said. "I assume he's on his best behavior?"

"Oh you betcha! The guy's gonna be the new Stark, you know? He's got the brains, the looks - I'll bet he takes my position one day." Jones laughed and Gwen took that as he cue to laugh too. To her ears it was completely fake, but clearly Jones didn't catch that. "Why don't we sit down?" He gestured to his table and pulled out a chair for her before sitting in his own. Gwen really didn't want to, but she had a feeling Tony really didn't want to talk to him, so she obliged. "Y'know," Jones continued, "Dev never mentioned having a sister."

"We're not very close," Gwen answered. "We used to be, but our dad died not long ago."

"I'm sorry to hear that. Lost my pop when I was fifteen. It was rough."

Gwen nodded, looking around for Tony nonchalantly. Part of her figured he wasn't coming back. It wouldn't be the first time he did something like that. "Yeah, our family isn't the same anymore. But maybe it's better this way."

"Oh how can you say that? Blood's thicker than water!"

She bit the inside of her cheek. "Actually the proverb is "The blood of the covenant is thicker than the water of the womb" which is the complete opposite meaning."

Jones laughed obnoxiously. "Looks like we got a nerd over here!" Gwen cringed. How the hell is this man a CEO? "Listen, kid, we all gotta be loyal to our family whether we want to or not. Sometimes our parents and our siblings do ridiculous things, but in the end they're still the people we share blood with."

"Mr. Jones!" exclaimed the annoying voice of Justin Hammer. "Doctor Powers do you mind-"

"Not at all!" said Gwen rather quickly. Under normal circumstances she would have been rude to Hammer just because he was a little shit, but in this case she was just happy to have an excuse to get up. "I need to find Tony anyway."

She stood up and pulled down on her dress, wanting to put as much distance between her and Hugh Jones as possible.

* * *

><p><strong>Present Day<strong>

* * *

><p>Distracted, Gwen stared out the window behind her in her office. She could see the Potomac from there, the river flowing slowly, shining bright.<p>

Her cell phone rang. It sat on her desk, vibrating and shaking. Tearing her eyes away from the window, she picked it up and saw a picture of Dev smiling up at her. She answered. "Hello?"

"Hey, it's me," said Dev, "turn on the news."

Gwen frowned. "Why?"

"Just do it. Something happened."

"Could you not be so vague?" Gwen brought up a livestream newscast on her computer, turning up the volume.

"Roxxon's CEO Hugh Jones has been taken hostage in the Middle East," said an anchorwoman's voice as video from helicopters played showing a large warehouse surrounding by military. "Jones was meeting with Iraqi president Jalal Talabani when the building fell under attack by the terrorist group known as the Serpent Squad. Everyone in the building was taken hostage. We have yet to hear from the Serpent Squad."

"The Serpent Squad?" Gwen repeated with a scoff, the name sounding vaguely familiar. "Who the hell names themselves the Serpent Squad?"

"I dunno, but things are really tense here at Roxxon. With Jones gone Lukin put D'Angelo in charge."

Gwen raised her eyebrows. "August D'Angelo? I thought he was just a chairman."

"He is, but Lukin moved him up. It's like they knew this was gonna happen."

"Well, to be honest, I wouldn't mind if Jones got killed."

"Gwendolyn!"

"The man's annoying as hell! Though I wouldn't want D'Angelo in charge of Roxxon. That's scary."

"This whole company's getting scary. A guy from Cybertek was here the other day and was taking about the Iron Man suit. When he saw I was listening to the conversation he took it elsewhere. Something weird's going on here."

Gwen pinched the bridge of her nose. "Please don't tell me you're actually going to do this whole mole thing."

"Well, you're gonna be disappointed because I am. I want to know what Roxxon is up to."

Sighing, Gwen decided not to argue. "Just be careful, okay? If things are as bad as you say they are then getting caught isn't an option for you."

"I know. I'll be careful."

Gwen was about to say something when the door to her office was thrown open and Clint came stalking in, Angie on his heels looking worried. Gwen immediately noticed that Clint was pissed as hell, his nostrils flaring and his eyes narrowed.

"I'm gonna have to call you back," she said to Dev, hanging up the phone.

"You need to clear me," he demanded.

"What?" asked Gwen.

"Fury's forming a new STRIKE team and I would be a part of it if you'd clear me."

Gwen was perplexed by the whole situation to the point that she had trouble coming up with a response. "A STRIKE team?"

Clint rolled his eyes. "Yes, a new STRIKE team. Nat's been recruited too along with your boyfriend."

Her voice deadpanned. "Steve isn't my boyfriend."

A fake laugh came from his throat. "It's funny because I didn't say a name."

"You're hilarious." Gwen shook her head. "Why d'you want to be a part of that team so badly?"

"They're going to save the hostages. I'm sure you've heard about it by now."

Gwen nodded. "And you want to go with them."

"They're leaving within an hour. If you just give the okay-"

"Then you go along? Clint, this is a hostage situation. If you make a mistake it could cost an innocent life."

"Glad to know you have such faith in me."

"I do have faith in you! But think realistically here. Your first mission back in the field should be something small where you can be easily monitored. This is a hostage situation!"

"Oh come on, just say it."

"Say what?"

"You think I'm just gonna fuck everything up."

"Clint-"

"We're both thinking it aren't we? I fucked up Romania and nearly got us killed, and then this shit with Loki happened. We've been walking on some real thin ice here, I can feel it. Just speak your mind; I'm a big boy, I can take it."

"Stop presuming what I'm thinking and stop putting words in my mouth. If you think you're this much of a fuck up then why d'you even want to go with everyone else?"

"Because it's my job. And I won't screw this up."

"Then stop projecting your anger on me. You can't have these insecurities if you want me to clear you."

"I'm tired of sitting on the sidelines. I know how to do my job."

"Then do it." She grabbed Clint's arm and dragged him out of the room. "Angie, if anyone comes by tell them I'm out."

"Got it," said Angie.

"Where are we going?" asked Clint.

"To Fury," Gwen replied. "You have a mission to go on."

* * *

><p>"Are you sure about this?"<p>

Gwen firmly nodded. "He needs to get back in the field at some point. Why not now?"

"Because there are innocent lives at risk here."

"Which the others will take care of. Clint'll be monitored and remain a lookout only. He won't get into the action unless necessary." She paused. "You're gonna have to trust me on this. I have faith in Clint. He'll be fine."

Fury eyed her warily. "It's not him I'm worried about."

"Sir?"

Gwen faced the new voices to see two SHIELD agents dressed in their gear and ready to go. She had only met them briefly before - Jack Rollins and Brock Rumlow. "You guys a part of STRIKE?" she asked.

Rumlow nodded. "Yes, ma'am. Any particular reason you're down here?"

"Just business stuff." She looked at Fury. "If he screws up it's on me, okay? Give him a chance." Nodding politely at the other agents, she excused herself only to walk right up to Steve dressed in a new suit, blue and white with a star on his chest. It really showed off those super soldier muscles of his. She tore her eyes away from his arms and torso, ignoring the image of him being shirtless that popped into her head.

"You heading out?" she asked, trying to be casual.

He looked up from adjusting his fingerless gloves and rubbed the back of his neck, smiling slightly. "Yeah. At least I'm finally getting to do something."

"I like the new look."

"It's a bit tight, but it'll do." He smirked. "You like it?"

"It looks good on you! It's a lot more professional, too. The Stars and Stripes are a symbol. You don't always have to be the face of America."

She noticed Steve was looking over at the Quinjet that was being loaded with weapons. Rumlow, Rollins, and Clint were all standing nearby, chatting.

"They should've set this up earlier."

"What, STRIKE?"

He nodded, tugging on his gloves again. "We've never trained together. I don't know these guys and how they work."

"You know Clint."

"Still, it would've been better if we all had gotten to know each other. This mission could fail just because of that."

"I'm sure it'll be fine." He met her gaze again and Gwen took a chance, getting on the tips of her toes and giving him a peck on the cheek. When she leaned back she didn't see much of a reaction on his face, making her heart pound faster than normal.

"You two done with your PDA?"

Gwen turned to see Natasha walking past them, uniform tight against her skin, Widow's Bite glowing blue on her wrists. As she passed there was a distinct smirk on her face. "Don't worry," said Gwen, "I'm not keeping him from you." She looked at Steve again. "Be careful, okay?"

He smiled at her. "Always am."

"Rogers!" called Rumlow. "Let's go!"

"Duty calls," said Steve. Gwen wondered if he was nervous at all. "I'll see you when we get back."

She nodded, watching him walk past her. Hate to see you go but love to watch you leave. Shaking her head, she took a few steps back, waving to Steve as he stepped on the ramp of the Quinjet. He gave a short wave back and continued inside. She stayed until the Quinjet had taken off. Fury approached her shortly after.

"How's the New Conversion Program coming?" he asked.

"Slowly," she answered. "Mendez is pretty unresponsive. We're having a meeting this afternoon in conference room 4D if you want to sit in."

"Won't have time." He stuck his hands into the pockets of his dress pants. "I'll send Hill in my place."

Gwen nodded, though not particularly happy about it. Maybe she could get Hill to stop being so cold toward her. Or maybe nothing would change. Either way Gwen was going to be as friendly as possible.

"Powers," said Fury as she was about to turn and walk away, "remember – I've got my eye on you."

She feigned a smile before leaving the hanger.

* * *

><p>"Here's the deal. We've got fifty hostages, one of them being Hugh Jones, the CEO of Roxxon Corporation." Steve listened closely as Rumlow described the situation. "The people holding the place down call themselves the Serpent Squad. SHIELD's had some minor run-ins with them before, but it was never anything this serious." On the monitor, a three-dimensional floor plan popped up and zoomed in as Rumlow pointed with his index finger. "There's a Special Forces group outside the building. Whoever this Squad is, they seem to know what they're doing. No one gets inside without them knowing. Anyone who goes in doesn't get heard from again."<p>

"And that's why we're being sent in," Clint surmised. "How d'we know we won't get killed the moment we step inside?"

Rumlow glanced at him. "Something tells me we won't."

Clint scoffed quietly, mumbling to Steve and Natasha on both sides of him. "Something tells me this is a load of bullshit." Natasha elbowed him while keeping her eyes glued to the screen with interest.

"There's two entrances," Rumlow continued. "The north entrance is being watched by our guys, but it's also rigged to blow. The south entrance was already destroyed when a Special Forces group went inside. Seeing as it's a helluva lot safer now, we'll be going in there. Barton, Romanoff, you'll be going in first-"

Steve spoke up without thinking. "Actually, Barton should be a lookout." He turned to Clint. "You got a thermal scope?"

"I've got every scope, Cap," said Clint.

Nodding, Steve eyed the schematics carefully. "So Barton takes watch. Rumlow, you and I go first. We find out what we can, but they'll probably know we're there pretty quickly. That's when we make a scene. When we're the targets, Rollins and Romanoff go in. They take down any guards around the hostages and get them out of there. Make a clear path for our guys to get in. Someone will have to disable the explosives."

"I can do that," said Natasha. "A better idea would be to use them in our favor."

Steve shook his head. "Too risky. Best case scenario no one dies, we save the hostages, and take any terrorists prisoner. Let's make that our goal."

"You make it sound too easy," said Rumlow, a skeptical edge to his tone. "What if they start killing the hostages once we're inside?"

"If they wanted to kill any hostages, they would've done it already." He looked at Rumlow pointedly. "_Something_ tells me they want something in return, but they want to ask us. That's how we create our diversion. If that fails, we go a more aggressive route."

"I guess you're in charge then, Cap." Rumlow moved toward the door as the Quinjet began descending. "We'll follow your lead."

* * *

><p>Raising her badge, Gwen swiped it and placed her finger on the scanner.<p>

"Welcome to The Cube, Doctor Gwendolyn Powers," said the cool voice of the automated system. The door unlocked and she pushed it open, fingers gripping the handle.

The entrance foyer of The Cube was much like a lobby, a secretary sitting behind a marble-topped front desk. Gwen approached it, clipping her badge back to her lab coat. "Hi," she said. "I need to speak with Curtis Connors."

The secretary smiled as she typed away, glancing at her monitor screen. "He's in block D, cell 17."

"Thanks." Gwen moved toward the door on the right which led to cell blocks C and D. Through the door was a long stretch of hall before going through yet another thick, steel door that brought her to the security checkpoint. Two heavily armored guards stood in place, their guns at the ready. Through the iron bars behind them Gwen could see blocks C and D, separated by a wall. On the ground floor several prisoners were walking about dressed in beige jumpsuits, glowing blue bands around one ankle on each person.

"Identification?" asked the guard of block D.

Gwen showed him her SHIELD badge. After a quick look, he nodded. "Go right ahead." He used a code to open the door to block D and she thanked him, quickly slipping inside as it was closed behind her.

She followed the numbers on the cells, counting them in her head. _Fourteen, fifteen, sixteen – seventeen._ Just as she expected, Connors was not mingling with the other prisoners but was instead sitting on the bench of his cell, hands on his lap. "Hello," Gwen greeted him, seeing his head shoot up at the sound of her voice.

"Doctor Powers," he said. "What brings you by?"

"I was hoping we could talk about my dad, if you don't mind."

He shook his head. "Not at all. I'll answer all your questions."

Gwen gripped the iron bars, licking her lips in thought. Before coming to the Cube, she had all the questions sorted in her mind, but standing in front of Connors and knowing he had information on the betrayal of her father left her speechless. Her mind was blank. Reaching into a void, she said the first thing that came to mind. "Did he ever mention me?"

"Yes, of course," said Connors. "Though…it may not have been in the way you would have hoped."

"I was an experiment."

"I know." He sighed. "No one at Oscorp was aware of this. Richard was the one who found out, but there was no solid proof. Raymond locked away all files he had in a classified location."

Gwen nodded. "But some of it was still stolen." She thought of the information Peter had found in his father's briefcase.

"Yes. When Richard found out, he stole what he could. I only came across a video not long ago that he had left as a warning. Part of me wonders…well, part of me wonders if Raymond had arranged for Richard's death."

The idea made Gwen's stomach squirm. "At this point I don't know what to believe. That video – was it at Oscorp?"

"I found it when going through some older research from many years ago. Richard must have placed it there."

"What did he say?"

"It was a warning that what Raymond was doing was inhumane. He was creating a race of superhumans in what was called the Genesis Project. There were two types of them. One type was people with special abilities, like you, correct?"

Gwen reluctantly nodded.

"The other type," Connors continued, "was where my research came in. Cross species genetics. He wanted to cross humans with animals, particularly reptiles. From what Richard said, it seems that your father favored snakes."

She furrowed her brow, shifting from one foot to the other. "Snakes? He was trying to create snake people?"

"I'm sorry, but I honestly don't know exactly what he was doing. I wish I could tell you more."

"No, it's okay." Gwen rubbed her forehead and put on a smile. "I understand. Thank you for your time." As she began walking away, Connors' voice stopped her.

"I wouldn't suggest digging," he said. "Your father was a twisted man. You may not be happy with what you find."

As much as she wanted to take his warning to heart, she didn't. Twisted or not, she wasn't stopping until she got all her answers.

* * *

><p>Moving the rubble of what was left of the south entrance aside, Steve waved the dust out of his line of sight and proceeded inside, Rumlow on his heels.<p>

"It's quiet," said Rumlow, gripping his M16A4 close to him.

"I think that's the point," Steve replied.

The stretch of hallway in front of them was dark, only illuminated by the flashlight on Rumlow's gun. The white paint on the walls was chipped away, the pieces littering the floor along with dust and dirt speckled on the concrete. There were distance creaks of the building's fragile framing, making Steve wonder if perhaps they were fighting time as well. In his opinion, it looked like the place was about to cave in on itself.

"We should make ourselves known," said Steve.

"_What?_" said Rumlow. "Are you nuts? I thought you were joking about that whole diversion thing."

"I wasn't and I'm serious. We need to draw out whoever is hiding in here." Thinking for a moment, Steve took his shield from off his back and aimed it at one of the particularly weak support beams. Pulling back with enough strength, he flung the shield and watched it hit the beam just in the right spot before ricocheting back. He and Rumlow stepped back as it gave way and the ceiling came down in that spot, the air filling with dust and debris. It was a loud enough noise that Steve was sure that any nearby guards would come running to check it out.

"Everything okay?" came Natasha's voice their Steve's communication device.

"Yeah," he answered. "Standby."

"Got it. Oh, and just to let you know, those explosives at the north entrance? Easy to take down. I got a feeling whoever put them there wasn't trying too hard."

"Good to know." As everything settled, Steve heard footsteps echoing on both their floor and the floor above them. "They're coming."

Rumlow frowned. "I don't hear anything."

"Well, I do. Just be ready."

A few moments later flashlights appeared and were shined on Steve's and Rumlow's faces. Steve squinted in the light as his eyes adjusted, looking from one soldier to another. Like he heard, there were people on their floor and the next one up, the people above them looking down with the height advantage.

"Nice plan," said Rumlow condescendingly, dropping his gun and putting his hands in the air.

"Hands in the air!" shouted one of the soldiers. Steve noted that the voice was distinctly American. What were American soldiers doing holding hostages in Iraq? Something was incredibly off. Relucantly, he raised his arms and watched carefully as half of the soldiers moved behind them while the other half stayed in front. "Follow us and _don't _try anything."

Steve could feel animosity coming from Rumlow in waves. It was hard not to turn around and tell him to just wait, that Steve always had a plan. And he did…well, sort of. As long as they kept most of the attention, Natasha and Rollins could get the hostages. Unfortunately it seemed that the only way out now was to take out all the guards leading them through the building.

"What d'you want?" asked Steve. The soldiers remained silent. "You wouldn't take us prisoner if you didn't want something from us. It means you want us alive for a reason."

"He's got that right." The new voice came from down the hall. They came into view, standing in the light of everyone's flashlights. It was a woman, long blonde hair falling down over her shoulders, framing porcelain skin. A bomber jacket covered her torso, her green cargo pants tucked into large boots. Her eyes were narrowed, but her lips stretched in a malicious smirk. "We do want you alive."

"Who are you?" asked Rumlow.

She tilted her head. "The one who's going to get what we want."

"You mean the Serpent Squad," said Steve.

The woman hummed and placed her hands on her hips. "It's a terrible name, I know. I didn't come up with it." She sighed. "Let me make you a deal, Captain America. Yes, I know who you are so don't give me that look. Here's my offer – you give us the Crown and we'll let the hostages free."

Steve frowned. "What crown?"

"_The_ Crown. The one we all know is in SHIELD custody."

"So that's why you were all waiting for us to arrive," said Rumlow with a "you were right" sort of tone. "I'm sorry lady, but we don't have a crown."

She clicked her tongue. "It's too bad you're liars. We know you have it. I guess that means the families of the hostages know who to blame when their loved ones get shipped home in boxes."

"No," said Steve, stepping forward. All the soldiers trained their guns on him and he threw his arms up again. "Let's make a different deal. You let the hostages go and we'll talk."

The woman laughed. "That's a terrible deal. And don't even think about fighting us. You're outnumbered and outgunned. Even Captain America can't survive those odds."

It was a challenge and Steve knew it. But that didn't stop him from landing his fist in the face of the soldier next to him. Rumlow followed suit, seemingly remembering Steve's goal of no deaths by the way he used fists instead of bullets.

Ripping the gun from another soldier, Steve smashed it into the head of one about to fire on Rumlow, shooting off a round that hit the wall, a few bullets grazing the leg of a soldier who Steve took out with a roundhouse kick. The weaponless soldier unsheathed a knife which Steve dodged, taking advantage of the soldier's unbalance by kicking him in the groin. He bent over and Rumlow knocked him out with the stock of one of the dropped guns. The two looked around them, all the soldiers unconscious on the ground. Steve turned back to the woman when he heard her slowly clapping.

"Impressive," she said. "I see you're still quite agile despite your age."

"Let the hostages go, or we take everyone down," Steve threatened.

To his displeasure, she laughed again, the sound echoing throughout the hall. "I guess that means you'll have to go through me."

What happened next baffled Steve to the point where he hesitated to do anything out of shock. The woman's arms grew _longer_ and shot out fast, wrapping around Steve's neck in some sort of chokehold. It was like her arms were made of cooked spaghetti from the way they unnaturally twisted around his neck, squeezing the oxygen out of him. He fell to his knees as Rumlow shouted, "Let him go!" The next thing Steve knew as his throat was being crushed was that Rumlow was shooting, the bullets hitting the woman in the chest. She gasped and loosed her grip enough for Steve to pull her arm away from himself, coughing as air rushed back into his lungs. He watched as the woman opened up her jacket to show the bullet holes littering her white t-shirt, blood seeping into the fabric. While at first her face expressed shock, her expression slowly changed to malevolent.

"You're gonna have to do better than that, boys," she said, lifting her shirt to show that the bullet holes had already healed. _She should be dead. She should be dead. How is she alive? Those shots should have killed her!_

"Rumlow, run!" Steve ordered in a shout. Someone with stretchy limbs and regenerative healing wasn't a part of the plan. They needed to get away and let the others know. "Go, now! Tell the others!"

Rumlow struggled with his thoughts for a moment. "I'll meet you at the rendezvous point!" He took off running in the opposite direction, his footsteps like thunder.

"So it's just you and me then, hmm?" said the woman.

"What are you?" asked Steve, getting to his feet and rubbing his neck.

She smiled. "I like to call myself an anaconda. Do you know what they do to their prey?"

"Let me guess, constrict them?"

"You're smarter than I gave you credit for. It's a shame you have to die."

Before she could attack again, Steve pulled his shield off his back and brought it in front of him, her elongated arms hitting the vibranium instead of him. She yelled in pain as she pulled her arms back and examined her hands, Steve taking this as his chance. He chucked the shield her hard, knocking her down. It came back to him and he slipped it on his arm. There was a door to his right which he kicked down and went though. The room was a blur as he sprinted through, kicking down another door and making his escape.

"Natasha!" he said, lifting his wrist to his face. "How's it going with the hostages?"

"We're working on it," she said. "Listen, Rumlow tried contacting us but he seemed pretty freaked out. What's going on over there?"

"There was a woman and her arms – Natasha, her arms stretched like no human should ever be able to do. She survived half a dozen bullets. Something's really wrong here."

She muttered something in Russian. "We have to get these hostages out of here."

"I know. The woman, she said she wanted some sort of crown that SHIELD has. Any idea what that might be?"

"I've heard of something called the Serpent Crown before. Think that might be it?"

"Well, considering they call themselves the Serpent Squad I have feeling that's it." He came to a stop and listened closely. It seemed he was alone. "Natasha, I need someone to contact SHIELD and let them know what's happening."

"Clint can do it. I'll let him know. Just be – _shit!_"

Steve's heart dropped. "Natasha? Natasha!"

All he got back was static. Natasha was gone.

* * *

><p>"From what it looks like, Mendez has lost his memories."<p>

"I thought we already established that," said Gwen, looking up from her desk at Riley who sat in a chair, clipboard on her lap.

"Well, yeah, but when I called his parents last night to tell them about everything, they sent me a video of him taken not long ago."

This got Gwen's interest. "They sent you a video?"

Riley smiled. "Yeah. Didn't think they were actually gonna do it, but I got it last night." She frowned. "I'm really sorry I didn't tell you earlier. I just – I wanted to go through the interview with it being a variable only for me. I hope you're not mad."

Gwen shrugged. "I probably should be. I guess it depends on whether or not it helped."

"Oh, it did!" Riley sat forward, her eyes wide. "He was exactly the same as he was in the video. His behavior, his mannerisms – they were all the same. It's like the only thing is that he doesn't remember who he is."

"So basically he was carved out like a pumpkin."

She nodded. "Exactly! That gives us a start, right? It means only his memories were taken. That's something we know we can get back."

Gwen rubbed her eyes. "Well, it's definitely some sort of start. We'll need some sort of stimulus. I want you to find out the things that mean something to him, not just general interests. Get pictures of people he loves – we may even need to bring them in for him to see in person." Vaguely Gwen saw Riley struggling to write down everything that she was saying as it all rattled out of her mouth. "You and Karla will run tests before the end of this week. Show him the stimuli and watch if anything sparks. Get and Ed and Winston to find other forms of stimuli – preferably smell and touch."

"Lots of stimuli," said Riley. "Got it. Anything else?"

"The video you got," said Gwen. "Send it to me."

"I'm on it." Riley got up to leave.

"One more thing," said Gwen. "I want a personal history of Mendez. Not just a general history, I want details. You think you can do that?"

Riley smiled. "I can do pretty much anything. You can trust me on this."

* * *

><p>Steve ended up in a hallway. He couldn't contact Natasha and it seemed his communicator wasn't working.<p>

He was in the dark.

Sighing, he gave up on trying to contact anyone and kept walking. His mind traveled back to the woman who called herself Anaconda. Had he been hallucinating, or did she _seriously_ stretch her limbs like that? It was impossible, but then again, he had been frozen in ice for seventy years only to wake up and fight aliens. Nothing was all that impossible anymore.

"Steve?"

Freezing where he stood, Steve's heart clenched painfully. That voice couldn't be real. Yet he heard it come from behind him, heard it echo through the hall. It wasn't possible - so how come he heard it.

Slowly turning around, his suspicion was confirmed and nothing made since. Standing down the hall was Bucky dressed as he was when he fell from the train. Am I hallucinating? Possibly. Despite Steve's better judgment, he took a few steps forward and toward his friend. His dead friend, no less. "Bucky?" he asked.

Instead of answering, Bucky glanced over his shoulder as if checking to see if someone was there. Then he spoke. "Steve, we gotta go. Everyone's in danger."

"What?" Steve furrowed his brow. "How are you even alive? You fell - wait!"

Steve ran the moment Bucky spun on his heel and took long strides away. That was strange, Steve realized. Bucky never took long strides. They'd always been short to stay at the same pace as Steve when he had been shorter. Steve's mind was spinning, thoughts going so fast that he couldn't keep up with a single one.

Bucky had rounded the corner before Steve could even get there, and by that time Bucky was out of sight. The only thing left behind was a door to the right closing, as if someone had just went into the room on the other side. Steve's common sense screamed at him to run away; Bucky was dead, there had to be something bad happening if he was seeing dead people. Yet his curiosity and his hope outweighed the apprehension. What if this was Bucky? He couldn't just walk away, not now.

Steve went into the room.

It was empty. Small, but completely void of any objects. The walls and floor were steel, the air borderline frigid. He walked to the center of the room - where was Bucky?

"I'm here," said Bucky from behind him as if having read Steve's thoughts.

Steve pivoted on his heel, gripping his shield tightly. Bucky stood in front of the now closed door. When had it closed? Steve hadn't heard it shut. Something is really wrong here. Didn't seeing your dead best friend tell you that, Rogers?

Abruptly Bucky became angry. He stared at the space to Steve's right. "Stop it!" he yelled. Steve had never heard Bucky so angry before, perhaps only when someone was beating up Steve in an alley somewhere in Brooklyn. But somehow this anger was foreign, like it was someone else controlling Bucky's expression. Out of nowhere Steve felt his throat close. He struggled to breathe, his thoughts instinctively reverting back to when he would have an asthma attack. But he hadn't had an attack since the serum.

His throat opened as his vision blurred and he coughed violently. His chest burned and he could hear his heartbeat in his head. Falling to his knees and putting out his hands, Steve looked up to see that it wasn't Bucky standing in front of the door anymore. It was a woman with long, shiny black hair and pale skin, her lips painted red. She wore a long black dress with a plunging neckline and a long slit in the skirt. Placing her hands on her hips she stared angrily to Steve's right. He glanced over and saw that Rumlow was gasping for breath beside him, his face covered in sweat and a bleeding cut running from his neck up to his jaw.

The woman clicked her tongue, her expression calming. "You aren't a part of the plan, Agent Rumlow," she mused, "but you can certainly be added in."

"Who are you?" Steve said, his voice raspy.

She smiled, showing off pearly white teeth. "You want a name, Captain Rogers? You can call me Black Mamba."

"Like the snake?" asked Rumlow.

Her voice dropped and she spoke very slowly. "Exactly like the snake. You interrupted my bite, Rumlow."

"You were choking him to death." Rumlow got to his feet while Steve rubbed his neck, still trying to process everything. "I wouldn't call that much of a bite."

Black Mamba laughed heartily. "Maybe I should ask the Black Widow for advice, hmm? She's on the fourth floor with Agent Rollins, yes?"

Steve pushed himself up and stared her down. "What are you?"

Her gaze turned to him and it chilled him to the bone. He saw no empathy in her eyes, no humanity. It reminded him of looking into the Red Skull's eyes and seeing nothing but evil. This woman was dangerous; she knew about them all, it seemed - plus she had managed to get Steve to hallucinate and nearly choke to death without him even knowing.

"What am I?" said Black Mamba. "That's an interesting question. Your precious SHIELD would call me a terrorist, but I like to call myself a pioneer."

"A pioneer of what?"

"The future. But that's enough questioning, don't you think? I think it's time for you to sleep Captain. Nighty, night, Steven."

He moved to throw his shield at her, but he fell unconscious before he could even let it go.

* * *

><p>Gwen went outside for her lunch break. She insisted she be alone when Angie suggested they get something to eat together. In all honesty, she was horribly worried about Steve. It was ridiculous, she knew. He was the world's best soldier - there was no need to worry.<p>

Pausing her meal, she slipped her phone out of her bag and went to her contacts, staring at Steve's number. Her finger hesitated over the call button – she knew he wouldn't be able to answer, but that didn't mean she couldn't leave a message for him when he got back. Letting out a deep breath, she pressed her thumb down and brought the phone up to her ear, listening to the ringing.

It immediately went to voicemail. There wasn't a personal touch to it, but she could help him add one. At the tone, she spoke. "Hey, Steve, it's me. I won't see you when you get back, so I just wanted to invite you over to my apartment when you can. I want to talk to you about this whole Connors thing with my dad. It doesn't matter how late it is or anything, just come over if you can." Before she could keep rambling, she ended the call and put her phone away.

"The meeting's been cancelled."

Gwen looked up to see Karla approaching her.

"Cancelled? Why?"

Karla shrugged. "Agent Hill told me. She wanted me to find you and tell you. Your receptionist said you'd be out here." Without asking, Karla sat down next to Gwen on the bench. "Apparently SHIELD's getting really involved with the whole thing in Iraq."

"The Serpent Squad?" asked Gwen, her heart picking up in speed. "What happened?"

"Dunno. I heard it's not going as planned." When Gwen didn't respond, Karla kept talking. "So I heard you're good friends with Captain America, yeah?"

Gwen was slightly taken aback by the subject change, but she nodded. "I guess. He's been my patient for over a month now." Wow, had it only been a month? And yet Gwen always felt her heart thump faster when he was near and her legs were weak when he complimented her? _Get it together Gwen. You're not in some sappy young adult romance novel. This is real life._ "We're just friends, I can assure you."

Karla tilted her head, eyes squinted. "What makes you say that?"

"Because…we…are?"

"I never asked if you were more than friends." The corners of her lips started to lift. "Is there a reason you needed to defend yourself?"

"You know how people can get sometimes. They don't think people of other genders can be just friends."

"True. But sometimes even the best of friends can fall in love."

Gwen furrowed her brow, turning to Karla with a frown. "What does this have to do with anything?" Her frown deepened. "Did Hill even send you? Was it Fury? Or Pierce? I swear to God if it was one of them-"

Karla laughed, gently placing her hand on Gwen's shoulder. "Calm down, Doctor Powers. I'm only trying to get to know you. I'm one of the best psychologists in the world, I know how to ask the right questions."

"Not to be rude, but I don't think you really need to know about my love life right now. We're just working on New Conversion. If you want to be friends after that, then fine. But let's just stay professional, okay?"

This must have gotten to Karla slightly from the way her smile lessened and her eyes hardened. Gwen suddenly felt uncomfortable under her gaze. "I apologize, Doctor Powers," said Karla.

"Apology accepted," said Gwen. "If you'll excuse me, I have some work to do." Gwen picked up her things and left the bench, not daring to look back from the way Karla's eyes were burning into the back of her head.

* * *

><p>When Steve came to, he quickly realized he was bound to a chair. He blink hard a few times, his vision focusing on the room. He was still in the same one, though a chair had obviously been brought in for him. He moved around his fingers and felt that there was someone behind him. Looking over his shoulder the best he could, noticing his helmet was gone, he saw it was Rumlow, still unconscious, his head hanging forward.<p>

"Rumlow!" Steve whispered urgently, trying to back his chair into Rumlow's. "Wake up!"

"Don't waste your breath."

Steve turned to see Black Mamba entering the room, her red-painted lips turned up in a smile.

"What d'you want?" asked Steve in exasperation.

"I thought my friend told you both already," she replied. "We want the Crown. Once we get it, the hostages go free."

Steve shook his head. "I don't know what you're talking about, but we can work this out."

She clicked her tongue, pursing her lips. "There's no room for negotiation. Give us the Crown _now_."

"What does it do?"

Raising an eyebrow, she took a step forward, her eyes moving up and down his body. "You really don't know, do you?" She threw back her head and laughed. "You're working for an agency that you know next to nothing about. This isn't what you signed up for, is it?"

He moved his fingers against the rope that had his hands bound together. If he was lucky, the knot wouldn't be too tight and he could slip free. Or so he hoped. Until then, he'd have to keep her distracted. "How would you know what I signed up for?"

"The same way I knew what to make your little illusion. Bucky, wasn't it? It's shame such a handsome face suffered a horrible fate at the hands of his best friend."

Steve's heart rate picked up, but he knew what she was doing. Despite the glamor and alias, Black Mamba was nothing more than a bully. A troll, Gwen would call her. Someone just trying to get a rise out of people. But knowing this didn't change the fact her words hit a chord.

Out of nowhere, Black Mamba straightened her back and narrowed her eyes at him. "Oh, what's this? Gwendolyn Powers?"

He frowned, confused. "What?"

"You thought of her for a split second." Black Mamba's venomous grin returned. "That's a name I haven't heard in a long time."

His heart dropped instantly. He didn't like the way that sounded. "Are you – are you reading my mind?"

Her smug look was all the answer he needed. "I have to say, your mind is one of the most interesting I've ever seen." She walked up to him, placing one sharp nail under his chin, lifting his head up. "So much pain. If I were a better person, I'd feel bad for you. Why do you think I chose to have you see your precious friend? You love him dearly, don't you?"

The sensible part of Steve's mind told him not to say anything, but he never really listened to that part. "Don't you love anyone?"

Black Mamba let go of him and backed up a step. "No. I don't have room for love."

"That must be a lonely life."

She laughed. "And yours isn't?"

He clenched his jaw, teeth gnashing together as his life went past in his head. His hands were making progress on the rope around his wrists, getting close to freeing himself. He quickly tried to form a plan. One option would be to use the rope and choke the woman in front of him, but he didn't want to have to do that. Another option would be to use his chair and knock her out, but he had a feeling she would predict it. _Dammit. If she can read my mind then she knows what I'm up to._

"That's right, Steven," she taunted. "Even if you free yourself, you can't defeat me. I'm unstoppable."

Out of nowhere she jerked forward, something hitting her right shoulder. Steve's brow furrowed as he saw the tip of an arrow sticking out of her. She growled and reached up, yanking the arrow through her and breaking it in half, turning around to reveal Clint standing behind her, his bow raised and another arrow knocked, pointed at her head.

"You missed," said Black Mamba through clenched teeth.

Clint shook his head. "I never miss."

She looked down at the tip of the arrow, her face frozen in horror. Her eyes slipped shut and she dropped the broken arrow as she fell to the ground, unmoving.

"Is she dead?" Steve asked as Clint came over, bow around him, knife in hand as he cut the ropes on Steve and Rumlow.

"She should be," Clint answered.

"Should be?"

Steve stood, eyeing Clint as they lifted Rumlow together, putting each of his arms over their shoulders.

"If she's anything like the others, then she's probably only knocked out for now. Which means we have to go."

They dragged Rumlow out of the room, Clint leading the way and Steve following. "What d'you mean others?" he asked.

"This isn't just any terrorist group," said Clint. "Didn't you see what just happened with the Special Forces outside?"

"I was a bit unconscious at the time."

"These people aren't human, Cap. They're snakes. They're like some fucking human-snake hybrids."

Steve nodded. "Rumlow and I ran into one before. She called herself Anaconda."

"Then you haven't seen these guys."

Frowning, Steve glanced at Clint. "What d'you mean?"

"There's two guys guarding the hostages. They're full blown fucking snakes. I'm not even kidding. They've got scales and tails and everything." He shook his head. "I've seen a lot of weird shit, but nothing like this. We gotta get these people out of here ASAP."

"Not so fast."

Steve recognized that voice. He looked over his shoulder and saw he was right as Anaconda stood before them looking pissed as hell. Coming up to stand next to her was something even Steve had never seen, and he'd seen aliens and a guy with red skin.

The creature had green scales covering his body and gills on his neck. His eyes were merely slits, yet still narrowed as he tilted his head back and forth, examining the world in front of him. His fingers were sharp claws, and a long tail marked with pointy prongs extended from his lower back, swishing back and forth dangerously.

"Is that the Anaconda bitch you mentioned?" asked Clint.

"Is that one of the snake guys _you_ mentioned?" Steve replied.

Clint let out a low whistle. "We are _so_ fucked."

"Kill them," ordered Anaconda.

The creature stepped forward, his skin tight body suit straining against its wearer's size. He dove at Steve who pushed Rumlow into Clint and away from the attack. Steve grabbed his shield off his back and raised it as the creature slashed its claws, leaving five long scratches down the vibranium.

"Just go!" Steve shouted at Clint. "Get out of here!"

"I don't think so," Anaconda snarled, her arms extending toward Clint and Rumlow. In that moment Steve had to make a choice – stop her arms or shield himself from another attack from the creature. He decided fast, chucking the shield at Anaconda's arms, preventing her from grabbing Clint and Rumlow, allowing Clint to drag Rumlow away as fast as he could. Before the shield could richochet back, the creature slashed Steve's armor, just barely grazing his skin. Despite how little contact there was, the injury burned him like his chest was on fire. Steve clenched his teeth, sucking it up and catching his shield when it came back, ramming the edge into the creature's gills.

The creature stumbled back, letting out an inhuman screech. Anaconda yelled, "Death Adder!" before running over to him and pulling him away, putting herself in between the creature and Steve. "You _really_ have a death wish, don't you? Why don't you just run away?"

"You'll just keep chasing me," said Steve, his breath becoming labored. "I'm going to ask you one last time, what are you people?"

"The future," said Black Mamba's voice from behind him. He cursed inwardly – couldn't she have stayed down just a little longer. "We are the superior race. Humanity is no match for us."

"Good thing I'm more than just human," Steve quipped.

Black Mamba sneered, narrowing her eyes. "Being human is a weakness. You're even more human than the rest of them. You feel more than them, you think more than them, you fight more than them. What can humans really do? They start wars, kill things they don't understand-"

"Like you?"

"No, Captain Rogers. Like _you_." Her sneer turned into grin. "Don't act like your organization trusts you completely. You're from another era, you don't follow the rules they do. In fact, you barely follow the rules at all. Not much of the goody-two shoes everyone says you are."

"Sometimes to do the right thing you have to break the rules."

"So you understand why we're doing what we're doing then."

Steve shook his head. "No, I don't. You're putting innocent people in danger to get what you want. There are other ways."

Black Mamba tilted her head, walking forward. She raised her eyebrows "Like what? Asking nicely? Breaking into a heavily guarded SHIELD facility? We're good, but we're not that good. People can die when you break the rules, Steven. You know that just as much as I do."

For a split second her appearance changed and Bucky was standing in front of him. He was gone the moment he appeared, but it was long enough to feel as though Steve had been stabbed in the heart. The pain from Death Adder's laceration was growing. "And that's not a price I'm willing to pay. Not again."

"What are you gonna do, Steven?" asked Black Mamba, standing right in front of him, looking straight into his eyes. "Kill me?"

"That's enough," said a deep voice from the shadows behind her. Out of the darkness came a new creature. Similar to Death Adder, his was covered in scales as far as Steve could see considering he was wearing an outfit of all black. His scales, however, were red as opposed to green, and his eyebrows were large, casting shadows over his eyes. "They've freed the hostages because no one was guarding them."

To Steve's surprise, everyone, including Black Mamba, appeared terrified. Whoever this creature was, he clearly had power over all of them. Perhaps he was their leader, the head of the Serpent Squad.

"What's your name?" asked Steve. "Rattle snake?"

The creature didn't hesitate to answer. "Sidewinder. That's what they call me." He turned back to his people. "We must go. We have failed." Opening his hands, he revealed a large blanket which he shook out. "Come my siblings. There is nothing more for us here." Steve watched as they all gathered together, Anaconda and Death Adder moving past him to stand with Black Mamba and Sidewinder. The leader added, "We will meet again, Steve Rogers," before he placed the blanket over all of them. The air twitched and spun together and they were gone. Suddenly the air was still and all Steve could hear was the dripping of a broken pipe and his own breathing.

He clutched his chest and hissed through clenched teeth as a spasm of pain shot through him. With his free hand he steadied himself against the wall, slowly stumbling forward. He dragged his feet along, black spots appearing in his vision. Before he fell unconscious again, he vaguely saw Clint and Natasha coming down the hall, yelling something to him, but he didn't hear it.

* * *

><p>When there was a knock on her door, Gwen immediately guessed it was Steve. She quickly put down her Chinese food and muted the television before getting up and answering without looking through the peep hole. Sure enough, Steve was on the other side waiting for her. The first thing she noticed was that he looked exhausted.<p>

"Hey," she said, standing aside to let him in, "how did everything go?"

"I don't know what to think anymore."

She frowned at his answer and closed the door, watching him slowly walk to the couch and sit down, legs stretched out in front him. Carefully she sat down beside him. "You wanna tell me what happened?" she asked.

"What d'you know about the Serpent Squad?"

"Other than the fact it's a terrible name? Nothing."

"Well, they know you."

Gwen's mouth opened, but she wasn't sure what to say. She cleared her throat. "Would you like something to drink?"

Steve looked at her for a moment before nodding. "Strongest alcohol you have."

"Jesus. Something really bad must have happened."

She heard him laugh ruefully as she went into the kitchen and took out two glasses and the bottle of Absinthe that Tony had given her a while back. She brought the drinks back out and gave one to Steve who immutably downed half of it without even flinching.

"You must have quite a high tolerance," said Gwen, sitting down next to him and taking a sip of her drink, cringing slightly before putting it down on the coffee table.

"Can't get drunk," said Steve. "The serum doesn't let me."

"Ah. Makes sense." She eyed him carefully. "So…this Serpent Squad knows me?"

He looked down into his drink, watching it swish around as he moved the glass. "I dunno how, but I felt like you had a right to know."

She nodded. "Well, thanks for telling me. You wanna explain why you look like you were hit by a truck?"

Steve hesitated for a moment, finishing off his drink and placing the empty glass down. "They're snakes. The Serpent Squad, I mean. They're half snake, half human or something like that. I don't even know anymore."

Gwen's heart froze, her chest tightening and her throat going dry. Her voice was quiet. "S-snakes? You said snakes?"

"Yeah. Like that Connors guy. The one who turned himself into a Lizard. Except these people are permanent."

Her mind was racing, but it stopped when she saw through his white t-shirt that his chest was covered with a bandage. "Oh my God, are you hurt?" She moved forward, ignoring the part of her brain that told her not to.

"I'm fine," he said but Gwen ignored him. Without thinking, she pulled up his shirt and looked at the bandages, five pale red lines seeping into the fabric.

"Shit," she mumbled. "Steve, what did they do to you?"

He yanked his shirt back down and leaned back into the couch, letting out a deep breath. "Death adder venom."

Gwen's eyes widened. "Fucking hell, Steve! That's highly toxic – you should be dead!"

Steve gave a faint smile. "Super soldier, remember? I was just passed out until it was all fought off or something. At least that's what the doctor told me."

Despite that good news, Gwen couldn't help but feel horrible. Steve should be dead. Super soldier or not, he was incredibly lucky to still be walking. _God, he almost _died. _My best friend almost died._ She took another drink of her absinthe. Right then would be a pretty good time to get wasted. "So you're gonna be okay?" she asked softly.

He nodded. "I'm just tired. The whole thing was pretty eventful."

"Well, what happened?"

One of his eyebrows shot up. "It's classified. I'm not supposed to talk about it."

Gwen bit her bottom lip. She could tell from his tone that he was teasing her. Suddenly everything seemed a little bit better. "Oh, I see how it is."

"I suppose I can tell you if you do me a favor," he replied, looking away from her for a moment.

She leaned closer, her voice low when she spoke. "What kind of favor?"

He turned back to her, his eyes flicking to her lips, then to her eyes. Gwen couldn't help but notice his pupils were dilated, consuming the blue irises. She could feel herself moving closer to him, Steve reciprocating. They were close enough that she could feel his warm breath on her lips, her eyes slipping closed.

Her phone began buzzing from where she left it at the kitchen table.

She could have easily just let it ring, forgetting about all her responsibilities for just one moment, but that wasn't Gwen. Jumping up awkwardly, she cleared her throat and stumbled over her words. "I should – I should get that." She shook her head as she strode into the kitchen, pretending that she hadn't been incredibly close to kissing Steve Rogers.

Dev's picture lit up the screen. "What is it?" Gwen asked irritably as she answered the phone.

"Did you see what happened with Hugh Jones?"

Gwen pinched the bridge of her nose. "Yes, I did," she sort of lied. "Listen, I'm in the middle of something right now. Can I call you back?"

"But this is import-"

"I'll talk to you later." She ended the call and resisted the urge to throw the phone into the wall. Setting it back down on the table, she went back into the living room to find Steve standing, smoothing out his shirt.

"I should probably go and get some rest," he said.

Gwen could feel her heart splitting as he spoke, but she tried to shove it down. Guilt weighed heavily on her shoulders, wishing she had gone with her instinct only minutes ago. If she had, maybe she wouldn't be as confused as she was in that moment. "Yeah," she said, crossing her arms over her chest, "you probably should. We'll talk later, okay?"

He nodded. "Sure."

Taking a chance, Gwen ran up to him and threw her arms around his neck, hugging him tightly. He responded quicker than she expected him to. "I'm glad you're okay," she mumbled.

He didn't hesitate to respond. "Me too."

* * *

><p>Tanya Sealy took each stride with less confidence than she normally would. It was her turn to deliver bad news to The Man. She hated it when it was her turn. Making him upset was one of the worst things imaginable, and this instance she and the Squad had failed horribly.<p>

The plan had been so simple. Take the hostages, get Hugh Jones to talk the Squad down after SHIELD arrived, and secretly acquire the Crown in exchange for the hostages' lives. Jones would be hailed as a hero and The Man would get the Crown. She, unfortunately, didn't take into account that Steve Fucking Rogers would be one of the people SHIELD sent. Granted, she did get something out of him that she wasn't expected. All she could hope for was that The Man would be just as excited about it as she was.

"How did it go?"

Tanya heard the steel door behind her slide shut and click as it closed. In front of her was the carefully organized laboratory that The Man had built for himself. He stood at one counter, his back to her. She swallowed. "It was a failure," she reported. "SHIELD freed the hostages and got them out before we even knew what was happening." The Man remained silent. "However, I think you'll be interested in the name of one of the soldiers they sent."

"I have no interest in what you have to say."

"Even if that person was Steve Rogers?"

His head went up, his hands pausing. "And you saw him?"

Tanya smiled. She'd caught his attention. "I saw inside his mind. And you'll _never _guess who I saw in there."

"Try me."

"Gwendolyn Powers." She watched his back stiffen, his body going tense. It pleased her. "He seems to have taken a liking to her. Some of the thoughts he's had about her…well, I'm not going to repeat them. The point is, even though we didn't get the Crown, we did get something else. An advantage."

"What kind of advantage is that?"

"Leverage."

He hummed, turning around to face her. She closed the distance between them and he cupped her face with his hand. "You've done well, pet. But Alexander still wants the Crown."

"And he will get it." Tanya reached up and placed her hand on top of his. "And I know exactly who's going to get it for us."

* * *

><p><em>AN: Hello again everyone! Sorry about skipping last week, but I'm glad I did. Just as an fyi, I start college next week (yikes!) so we'll just have to see how updating goes. Hopefully I won't have to take any hiatuses, but I promise I'll give a warning if I have to (and I won't forget about this story like I've done others. That's a promise!)._


	9. Keeping Up With The Powers

**Freedom Lies In Being Bold**

**Chapter Nine**

**Keeping Up With The Powers**

_"We have to distrust each other. It is our only defense against betrayal."_

_-Tennessee Williams_

* * *

><p>Steve barely had trouble breathing as he continued his run, reveling in the way the wind blew past him, the late June heat beating down on him.<p>

It had only been a few days since the hostage situation in Iraq, but the clear image of Bucky standing in front of him still caused his chest to feel tight. He tried to think of different things, like how the sun had risen and he had purposefully chosen to jog near Gwen's apartment so that when she left to go the Triskelion he could tag along. It was pretty sad and he knew it. He didn't need to come in until the afternoon when STRIKE would be having a training session together, something that should've happened earlier in Steve's opinion.

He slowly came to a walk as he neared the building and was thankful when he saw Gwen exiting, some of her blonde curls pulled back while the rest lay over her shoulders and onto the fabric of her periwinkle dress. His heart began racing as he tried to figure out how to approach her. Should he just walk up and say hello? It would probably freak her out. But what if it didn't? Oh just screw it. Worst case scenario she gets angry. Hopefully that wouldn't be the case.

He still felt guilty for leaving so suddenly that night. They hadn't spoken since then except for a hello here and there. She was busy with the New Conversion Program and he was busy with...things. He wasn't really sure what he was busy with lately, but stuff would come up every now and then. Part of him wondered if she was upset with him, hurt that he had taken off so quickly. It wasn't that he was mad she interrupted their near kiss to answer a phone call - okay, he was a bit disappointed with that, but he didn't want to blame her. It had been the fact he had almost kissed her that freaked him out, making him want to think about things first.

Steve liked Gwen. He liked her a lot. She listened to him and understood him - she was his best friend. Considering he didn't have a lot of friends, there obviously wasn't much competition, but he figured that she would still have that position even if he was popular. The question he'd been struggling with was if he loved her.

Love was a pretty strong word, he knew that. Maybe he didn't love love her like that yet. But he thought for sure he was headed there. He thought about her often, pictured the two of them on dates, kissing in the rain, laying in bed on lazy Sunday mornings and of course locked in skin on skin contact, engaging in activity that made him nervous around her when he remembered imagining her that way.

"Funny seeing you here," Steve greeted as he came into her line of sight. Good one, Rogers.

To his fortune, she smiled widely, adjusting her shoulder bag. "Hey! What are you doing here?"

"I was just on a run. You heading to work?"

"Yeah. I'm hoping to ask Fury to let me go to Oscorp."

"Oscorp? Why there?"

She was silent for a moment and licked her lips. He loved when she did that, or when she would stick out her tongue when she was focused on something. He wondered what her lips tasted like, how the inside of her mouth would feel -

_Keep it together, Rogers._

"I have a theory," she said, her voice in business mode. "I read the reports about what happened in Iraq. You said they were human snake hybrids, right?"

Steve nodded. "Never seen anything like it."

"Well, my dad mentioned in one of his documents that the two things surviving him were me and the Squad. I talked to Connors and he said my dad stole his research for cross species genetics and that he had a fondness for snakes."

Steve caught on quickly. "So you think your dad had something to do with them?"

"Yep. And if my dad was working at Oscorp he may have left something behind." She paused. "This isn't just about me anymore. I feel like SHIELD needs to know all of this too if this Serpent Squad is going to be taking hostages."

"It would explain how they who you are," said Steve. "Maybe he was planning on turning you into one of them."

"Maybe. You did report that one had telepathy, right?"

"Yeah. I'm not gonna lie, it was actually kind of scary."

"Don't blame you. Maybe if I find anything at Oscorp it might tell us why she's got telepathy or at least how to counter it." Gwen paused. "So what're you up to today?"

Steve shrugged. "Training session. We didn't act like much of a team so it'll be nice to get used to each other."

"Well, you managed to get all the hostages out okay. How's your chest?"

"Better. Super human healing and all. Remind me to never get poisoned by a snake again."

Gwen laughed. "Better not go to Australia anytime soon. They've got everything there."

He walked her to the Metro station, stopping on the sidewalk. "Good luck with Fury," he said jokingly. "He seems like he can be a bit of a hard ass."

She smiled, making his heart jump slightly. "You don't know the half of it. But he's a good guy. Even if he pisses me off from time to time." Looking down, she shifted her feet slightly. "I'm just not always on his good side."

"Is anyone?"

She looked up, shrugging. "Hill, obviously. Maybe Natasha. I'm pretty sure he doesn't trust anyone completely. He always has this thing he says. 'The last time I trusted someone I lost an eye.' I've gotten that a few times already."

"How can you live if you don't trust anyone?"

"Dunno. Saves you a lot of heartache, though." Adjusting her bag, she cleared her throat and looked over her shoulder. The breeze blew her hair into her face and she pushed it out of the way. "I should probably get going. Things to do, people to see."

Steve nodded, backing up slightly. "Yeah – I'll see you later."

"Bye." He turned away and began jogging again, feeling her eyes burn into the back of his head.

* * *

><p>"Absolutely not."<p>

Gwen sighed, deflating a bit as Fury rejected her.

"But sir, this could help SHIELD."

"I'm aware of that, but I'm not gonna have you go sneak around a research facility all by yourself."

"I never said I'd be by myself! You can send someone with me."

"And what will we get out of it, hmm? A little bit of information that you_ might_ be able to find?"

Gwen shifted from foot to foot, her face flushing. "I know there's something there. My dad didn't have a lab anywhere except at Stark Industries and he wouldn't let such sensitive data sit unattended at his actual job. He'd keep it secret."

"You mean at his secret job."

"I know this sounds crazy, okay? But if he's behind this – this Serpent Squad, then maybe I can find out how he did it and we can find a way to reverse the effects. We could eliminate the threat and not have to kill anyone."

"Since when are you worried about their lives?"

"My dad was manipulative. Even now I still have trouble hating because he had his way with words. It's possible these people were manipulated into being experimented on. Who knows, maybe I can find out their identities and we can piece everything together."

Fury stared at her for a moment before unbuttoning his suit jacket and sitting at his desk, hands flat on the glass. "Powers, I can't let you go and do this."

"But why not?" She was close to stomping her foot down like a petulant child begging for a toy. "You can't send someone else because they don't know my dad like I do. I _promise _I'd be able to find something."

"You don't promise anything because you can't guarantee anything. All we know is that Raymond Powers stole information from Curt Connors and possibly used it to make a team of terrorists." He paused. "I'll send May and Morse to check it out."

"No! No, it has to be me."

"What if it endangers your life?"

"It won't. I doubt my dad had his lab booby trapped or anything. It's not like someone's going to try to kill me."

"If what you're saying is true then we don't know that. Powers, we need you to stay and work on the New Conversion Program. There's a reason we chose you to head it and it's because you're smart enough to figure out the puzzle of these victims. I'd be damned if I let you get killed just because you had a hunch."

Her voice turned pleading. "It's not just a hunch, sir. I _know _it. I really do." She took a deep breath. "Sir, this could change everything. Connors failed in his attempt to cross the genes of a human and an animal. My dad was successful beyond _anything_ people in that field could have hoped for. That's why it's weird he would be delving into cross species genetics. He was supposed to be making weapons, not terrorists. Imagine if someone else found his work."

"Like who?"

"Who? Sir, you're the director of the most powerful intelligence agency in the world! Possibly in all of the world's history. You know exactly what kind of people are out there and what they'd do with information like this. Imagine if they figured out how to mix people with even more dangerous animals. We'd be _screwed_."

He licked his lips, sitting back in his chair and placing his hands over his lower stomach, one folded over the other. "Listen, if it'll make you happy I'll talk to Pierce and Hill." When Gwen's face lit up he put out a finger and she froze. "But there will be conditions, understand? You will have no say and there will be no compromises. This may be your mission but we make the rules."

Gwen nodded. "I understand, sir. Thank you so much."

"Yeah, yeah. I'll tell you the outcome later. Now get back to work."

She wasn't sure if she was going to get her way, but as she left Fury's office she certainly felt as though she had a chance of getting her father's information. It was like she was parched and her father's work was the only source of water in sight. She _needed_ to know; she needed the information not just on the Squad, but on herself as well. Now that she knew the reason behind her abilities, her father's experiment on her may hold the key to getting rid of them, something she had dreamt of since she was small. The idea of going one day without a headache, of not being afraid of who she was – it was too much for her to handle. _To think, I may one day be normal. I could be _normal.

Her head hurt more than usual that day.

* * *

><p>Taking a sip of her water, Gwen placed it down next to her on the bench. She sat a little ways off from the Triskelion and noticed a figure coming up to her from the building.<p>

"Hey," she said as Steve took a seat next to her. His hair was wet, but his clothes were fresh and dry. "Rough training session."

He rubbed his eyes and leaned back. "Barton's amazing when he's working but man he does not want to cooperate today."

Gwen tried to push down her laughter but ultimately failed. "Once a dork always a dork."

"So how did it go with Fury?"

She placed her sandwich down on her lap and shrugged. "Not sure right now. I tried to convince him but he wasn't going for it. Said he'd talk to the others about it, but I have a feeling it'll get shot down."

"Then what will you do?"

"Well, what would _you _do?"

He thought for a moment. "I'd probably just go there myself. Isn't there some sort of saying like it's better to ask for forgiveness?"

Smiling, Gwen finished the quote. "It's easier to ask forgiveness than it is to get permission. Grace Hopper – she was a naval officer and a computer programmer. Amazing woman."

"Oh yeah, I've heard of her. I'm still trying to catch up on history and everything. There's so much that they don't put in books."

"That's for sure. A lot of stuff gets hidden to make things more black and white. Sometimes it's easier to have an enemy to hate than it is to understand the conflict. I remember politicians using you for their campaigns. They used to make you out as a villain sometimes, but then they changed you to fit their perspective. That's what we do with history. We take something and make it sound appealing to us. Kind of like Christopher Columbus. He was terrible but in school they teach us he founded the Americas. What a load of bullshit." She sighed. "Anyway, I don't think I'll be going to Oscorp. I'd love to just take off, but that doesn't always go well." Her mind went back to when Loki was in Dev's apartment. The whole ordeal went much better than it could have, but it still was a bad call on her part.

"Maybe it's for the best," said Steve. "Maybe you're not meant to find out this stuff yet."

"What, like its fate that I can't see documents pertaining to my own abilities?"

He shrugged. "A lot of things happen for a reason." He paused and Gwen watched him as he leaned forward with his elbows on his knees. "Sometimes I wonder if I ended up in the ice for a reason, y'know? Would the world have changed for the worse if I had lived out my life in that time?"

Gwen frowned. "Steve…"

"Maybe I was meant to end up in the 21st century. Maybe this is where I belong. It doesn't always feel like it, but I can't change the past." He looked back at her. "Someone taught me that."

It took her a moment to realize the sentimentality of his statement, but when she did her heart warmed and she smiled. "That's a much better way of looking at things. I wish I had that optimism."

He sat back again, stretching out his legs. "You do. You just bury it beneath your realism."

"Realism keeps me sane."

"But it also keeps you sad."

Gwen opened her mouth to speak, but no words came out. She was saved by her phone buzzing. Putting aside her lunch, she reached into her bag and pulled out her phone, seeing one new text message. "Fury wants me in his office ASAP. I gotta go." She stood, frantically stuffing her belongings in her bag and her trash in the can next to the bench. "Listen, Steve, you _do_ belong here. You're right about that. And maybe-" She looked down at her feet and felt her face heat up "-maybe you're meant to bring out the optimism in me. I mean, that's if you were to believe in fate and all that nonsense. But maybe you're right."

Before he could say anything she made her way to the Triskelion.

* * *

><p>Gwen wasn't surprised when she walked into Fury's office to find him, Pierce, and Hill all gathered together and talking. But there was one person that she <em>hadn't<em> expected.

"Powers," said Fury. "We've come to a decision. Remember, there are no compromises."

She swallowed and nodded.

"You will be allowed to go and investigate Oscorp," said Hill, "but you will do so under the supervision of Agent May."

May, who stood with her hands behind her back, stared at Gwen with no expression. She was all business like always, though Gwen had only met her twice prior to this. The first time had been when she came to collect Clint for a mission and the second was during the rescue in Romania. After that she steered clear of May mostly out of embarrassment. But she understood the choice: May was good. As far as Gwen knew, she was probably one of the agency's top agents along with Natasha and Clint. It made sense for her to go along just in case Gwen's life became endangered.

"So that's it then?" asked Gwen. "You've suddenly come around."

"We think you may be right," said Pierce, wiping his classes on his dress shirt and then putting them back on. "If someone else were to get this information, we may end up facing a greater threat than we are prepared to face."

"You'll be leaving on Friday morning via the Quinjet hanger at 7 am sharp," explained Hill.

* * *

><p>Gwen couldn't help but zone out when May droned on about rules. Don't touch anything you don't understand, always keep contact if separated, if you think it's going to result in something catastrophic then don't do it.<p>

It was pretty much all common sense.

The bad thing was that May had a plan, but it wasn't the same thing Gwen had in mind. Actually, Gwen had gone behind SHIELD's back to find a better way into Oscorp than they could provide. She planned on telling them, of course, just when there wasn't enough time for May to tell her no for the millionth time.

Having spoken to Peter Parker, Gwen discovered his girlfriend works at Oscorp and would be on a family vacation at the time of Gwen's investigation. Peter would meet her outside of the building and slip her the badge. With May's help, they could easily get through all security without much conflict. May's plan involved being secretive spies, a plan which didn't interest Gwen in the slightest.

"If the alarm goes off-"

"I think I get it," said Gwen, looking up from her seat on the Quinjet. "What if I said I had a better way to get inside?"

"I'd say no."

"Oh, come on! Trust me, it'll be easier than sneaking through an air duct. I'm the one who wanted to come here, remember?"

"And I'm the one Fury sent along to make sure you didn't do anything stupid."

"I thought you were my bodyguard."

She scoffed. "What d'you think a bodyguard does?"

Gwen frowned deeply, pulling on her shirt absentmindedly. In the meantime, May grabbed a pile of clothes sitting to the side and tossed them to Gwen. It consisted of professional garments; a skirt and blouse among them.

"Put those on," ordered May, grabbing another pile for herself. "If you don't wanna go my route, then you'll have to blend in."

They changed in the Quinjet. Once it landed, May led the way outside toward a blue sedan that was waiting for them. "Get in," said May. Why does she have to be so bossy? Gwen checked to make sure her blouse was tucked into her pencil skirt properly. She ducked into the car as May started up the engine. "So what's your plan?"

Gwen raised her eyebrows, looking to the agent next to her. "You're gonna go with my plan? I thought Fury said I wasn't making any decisions."

"No, I'm going to listen to your plan and make a plan B for when things go wrong. So, you're right."

"Glad to hear you have such confidence in me." She sighed when May showed no reaction. "I have a friend whose girlfriend works at Oscorp. He's going to meet us nearby and help us get in."

"That's a terrible plan."

Rolling her eyes, Gwen played with her seatbelt, staring out her window at the New York skyscrapers they passed by. "Listen, this is _my_ mission. I think we should go my way."

"You're not a SHIELD agent. I _am_. And like you said, Fury made it clear that you're not to make any decisions."

"Well sometimes we don't have to go the spy route, okay?" She blew air out of her nose. "If it goes bad, I'll take all responsibility. I promise."

May paused. "I'll hold you to that."

Attempting to clear her mind, Gwen focused on the fast approaching Oscorp Tower. May pulled up in front of the building, putting the car into park. She reached into her pocket and pulled out a small device. "Put this in your ear," she ordered. Gwen did as she was told and placed the device in her ear. May pressed on her own ear. "Is it working?"

Gwen flinched as May's voice came from both her mouth and the device. "Yeah. It works fine." She shook her head and took a deep breath, opening the passenger door. She glanced at May who was pulling out a laptop, opening it up and beginning to type. "Are you not coming?"

May didn't even look at her. "You said you wanted to go with your plan." Her eyes left the screen for a moment. "Unless you don't think it's going to work."

Fighting the urge to throw a temper tantrum, Gwen huffed. "You people are so frustrating." She slammed the door a bit more aggressively than she meant to, but there was no changing it. Heels clicking, she walked down the street, past Oscorp as May's voice came through the device.

"I'll watch all your moves on the security cameras. Everything you hear I'll hear."

"Got it," Gwen mumbled, earning a few strange looks from bystanders. She attempted a smile, looking down as she made her way to a small coffee shop down the block. She didn't go inside and instead went down the alley. She stood off to the side, looking up and down the alley, waiting. Peter said he was supposed to meet her there, but it seemed was running late. _Fan-fucking-tastic_.

"What's taking you so long?" asked May.

"Just give me a minute," said Gwen. She ignored May's sigh. After waiting a few more minutes, a figure dropped into the alley on Gwen's right. As he came into view, she realized it was Peter, but in a much tighter outfit made of red and blue. "What's with the getup?" she asked him.

"Reasons." He moved closer and handed her a badge with OSCORP written at the top. A picture of blonde girl smiled at her.

"This your girlfriend?" Gwen asked. "She's pretty."

Peter nodded. "I know right? Anyway, you can use that badge to get into pretty much everything, but just be careful. It might be suspicious if an intern is trying to access something secret."

"Don't worry, I won't get her in trouble." Gwen grasped the badge, letting her arm fall down to her side.

"You better not. If she loses this job I'm dead."

Suppressing a smile, Gwen nodded. "Thanks, Peter. I owe you."

"You owe me _big_." He stepped back. "You better get going. I don't know how long my distraction will last."

She frowned. "Wait, distraction?" Gwen didn't get an answer before he shot a web, swinging out of her view. She heard someone yell, "Look! It's Spider-Man!" and realized she really should get going.

Walking fast out of the alley, she made her way back to Oscorp, ignoring the car crash that had suddenly happen to her left. Out of the corner of her eye she saw Peter – Spider-Man – speaking with some police officers, gesturing his hands wildly.

"Should I even ask?" said May's voice.

"Probably not." Gwen made her way inside the building, her heels clicking on the smooth marble floor. The entrance foyer was massive, and behind a glass wall was a hologram of a woman that was speaking about some new experiment that was taking place. Maneuvering through the throng of people that were staring out the front at Peter's distraction, Gwen managed to get up the escalator without anyone questioning her. "See? My plan wasn't so bad."

"You still need to get to Connors old lab," said May. "Head down the hall. There should be an elevator there. Take it up to his floor."

Gwen did as she was told. The elevator was relatively empty except for a small group of people, including a man with short black hair, droopy eyes, and rectangular glasses. He turned to Gwen and smiled at her. "You new here?" he asked.

Beginning to panic, Gwen paused as May spoke. "Say yes."

"Yes," said Gwen, smiling politely.

He moved closer to her, putting out his hand. "I'm Alistair Smythe. I'm the head of electrical engineering. What department are you?"

"Cross species genetics," said May.

"Cross species genetics," Gwen repeated.

"Make up a name."

Gwen went with the first thing that came to mind. "I'm Rose Tyler." She cursed inwardly. _You better hope he doesn't know who that is._

"Nice to meet you," he said. Relieved, Gwen let go of the tension in her shoulders as the elevator came to a stop and he stepped out. "See you around, Rose." The doors closed.

Once it got to Connors' floor, Gwen pushed her way through the people in the elevator and stepped out into the hall. "Now what?" she mumbled.

"You start searching."

She frowned. "By myself?"

"It's _your_ plan, remember?"

_I really need to think things through more_. As discretely as possible, Gwen began moving about the floor, pretending to admire some of the technology along the way.

"You're terrible at this," came May's voice.

"Shut up," Gwen mumbled. She noticed a few people were watching her closely so she slipped into a hall, the wall next to her looking out on downtown New York. Down the hall was a door with a keypad. _I wonder what's in there_. She slowed her steps, watching as a man in a suit entered the password and opened the door. "Think you can get that open for me?"

"Just give me a minute."

By the time Gwen had reached the door, May still hadn't gotten the password. She stood there for a moment. "Any day now."

"Be patient." May paused. "There. Try it now."

There was a click as the door unlocked and Gwen pulled it open, looking around once more. No one was paying attention to her anymore so she slipped inside. Closing the door behind her, Gwen turned to face the room she entered. In front of her was a hall that went left to right, glass halfway up the wall showing offices spaced apart. The first door read _Curtis Connors_. The lights in the room were off and the door sealed shut. Gwen twisted the handle, but it wouldn't budge. There was a fingerprint scanner as well as a place to slide a badge. Taking off Gwen Stacy's id, she slid it through the machine, the door unlocking for her. "Keep an eye on the door," she told May.

"Got it."

Gwen went inside, flipping on the lights. The computer on the desk was off, but she went over and turned it on. If her father had stolen information from Connors, it must have been information saved on the computer. As the computer was loading, Gwen looked at the bookshelf which sat up against the wall behind her. There was a significant amount of dust on each shelf, but she noticed that one book in particular had no dust in front of it at all. Frowning, she abandoned the computer and took out the book. The title read _Heredity: The Basics_. The book was clearly nothing special, but when Gwen looked back up, she saw that in the empty space was a button. Setting the book down on the desk, she reached in and pressed it. Abruptly the ground began to move silently. She looked down and saw that she was on some sort of platform. Her and the bookshelf went into the other side of the wall, the platform coming to a stop and the wall closing.

"Powers, what happened?" said May.

"I'm not entirely sure," said Gwen. The room she had entered was pitch black, but a second later all the lights came on, each row after another. The room was a laboratory, one that was rather empty and hadn't been used in ages. The only things left were some metal tables, a desk, and – to Gwen's luck – another computer. She hurried over to it, powering it on quickly.

The screen lit up two words with a bar underneath them.

ENTER PASSWORD

"Why does there always have to be a password?" Gwen mumbled to herself.

She tried a few ones. Gwendolyn. Dev. Pamela. Howard. Maria. Even Richard and Curtis and all variations of the names. Nothing worked.

"One attempt remaining," said the cool voice of the computer.

Gwen bit down on her bottom lip, thinking for a moment. Raymond Powers had been a brilliant mind and a brilliant scientist. He would have chosen the most secure password he could, something no one would ever figure out. That left two options in Gwen's mind. The first that it was a random code that would take a very long time to figure out. So she tried the other option.

"Access granted."

"You've got to be kidding me," said Gwen.

"What?" asked May.

"It's just…my dad's password for a computer locked in a secret room was the word password."

"Probably the last thing anyone would guess."

"I suppose." The desktop screen booted up and Gwen clicked on the file image. There were several folders of information, one which was labeled _Genesis_. She took out the flash drive and plugged it in, transferring a copy of the file over to the drive. She put every folder she could find on there, pausing when she saw the word _Serpentes_. "Let me guess, the word serpentes means serpent."

"It's Latin," said May. "It's the plural form."

Licking her lips, Gwen clicked on it, opening up all the documents that went with it.

_Blanche Sitnzki_

_Anaconda_

A picture of a young blonde woman accompanied it.

_Abilities: Limb Enlongation, Strength, Regeneration, Underwater Breathing_

It fit the description Steve had given of one of the Serpent Squad members. She wasn't the only one the folder had.

_Tanya Sealy_

_Black Mamba_

_Roland Burroughs_

_Death Adder_

_Seth Voelker_

_Sidewinder_

Each document had a short biography and list of abilities each person had. On the following pages there was descriptions of surgeries each person went through with videos attached. Gwen's curiosity got the better of her and she clicked on one.

The video showed her father in a surgeon's gown and mask with several other people, surrounding the woman named Tanya Sealy. Her head was turned to the side, some of her long black hair shaved. There was an incision on the back of her head, open enough so that Raymond could slide a small device inside. Heart racing and her last meal coming up to haunt her, Gwen closed the video and moved away from the computer as it finished loading all the information onto the flash drive.

"Everything going good?"

Gwen thought for a moment. "Not really."

"You got everything you came for?"

When the last file finished, Gwen ejected the drive and went back to the bookshelf. "Yeah. I think I did." She pressed the button again. The platform turned, taking her back to Connors' office. She hurriedly turned everything off and closed the door, heading back toward the hall. As she opened the door, ready to get back to the elevator, she walked right into Alistair Smythe.

"Oh, sorry!" she exclaimed, catching herself.

"No, it's my fault, I should've been watching where I was going," he replied. "I'm glad I found you. I heard there was a break-in somewhere in the building."

"Really?" she asked, feigning ignorance. "That's weird. You'd think the building would have the best security."

"I thought so too. I was wondering if you saw anything suspicious lately."

Gwen pretended to think for a moment. "Nope," she said. "I've just been working."

Alistair seemed to contemplate her for a moment before nodding. "Well, let me know if you see anything. See you later." He walked away and Gwen watched him before heading back to the elevator. She got inside and pressed the button for the first floor. The elevator moved and she looked around, seeing that she was all alone. A few floors down the elevator stopped, but the doors didn't open. "May," she whispered, "what's going on?"

There was no response. Her heart palpitating, Gwen tried to figure out what to do.

"May!" she said again. Still no reply.

The doors opened to her relief. However, there were two security guards waiting for her. "Ms. Tyler?" said one. "We need you to come with us."

Gwen frowned. "Why? What's going on?" She tried her best to stay in character, but it was hard when there was still no sign that May was still with her.

"This is just a precaution, ma'am," said the other guard. "Please don't make us do this the hard way."

_Try and stall. Maybe May has a plan. _"Is that a _threat_?"

The guards glanced at each other and turned back to her. "Ma'am, please cooperate-"

"In case you don't know, I happen to be one of the leaders on a special project that may save the lives of millions of people, but I guess you don't know that and instead you're _threatening _me for what kind of precaution? I'll have you both reported for this!"

The first guard spoke again. "There is no Rose Tyler on the company's directory. You're infiltrating this building with a fake identity."

Gwen's heart dropped. "Oh. Um." She gave a smile, but knew it was too late. Leaving no room for hesitation, she took off running, catching the guards by surprise.

"Hey!" one of them shouted after her. She ignored him and kept running.

"May!" she said. "Talk to me!" Still no response. Gwen wasn't sure where she was running, but once saw a sign indicating a staircase she made her way for it, letting the door close behind her as she went down the stairs. She nearly tripped from her heels, so she reached down and slipped them off and carried them. The hasty footsteps of the guards above her echoed off the walls. They were definitely faster than her – even if she took two steps at a time.

Gwen saw the door for the twenty-fifth floor and decided to take it as a chance to lose the guards. But once she pulled the door open, four more guards were waiting for her. The hall behind them was empty – or so Gwen had thought.

One of the guards suddenly fell to the floor and in a flash, the second guard was thrown against the wall. Gwen moved out of the elevator and recognized May as she managed to take down the other two guards while in a tight skirt and heels, whipping of her shoes and smacking one of the guards in the face with the stiletto point.

Gwen leaned against a wall as May knocked out the last guard with a punch in the face. May grabbed her arm roughly and pulled her away, their bare feet almost completely silent on the chilly, stone floor. "We need to go," said May. "_Now_." Looking behind them, Gwen saw that the rest of the guards were running toward them, yelling for them to stop. "Don't look back, just follow me."

They ran down the hall, the guards close behind them. Gwen wasn't used to being such stressful situations – sure she had been near intense battles because she was dragged there, plus she had caused commotions herself with her abilities, but it was different when it came to close quarter combat. Despite working for SHIELD, she had very little knowledge of how to punch or kick. All she knew was to aim for the balls, but that was not always an option.

May pulled her into a storage closet. It was crowded and Gwen was pretty sure she stepped in dirty water from a janitor's bucket, but she had no time to think about it as they waited. The door was solid and there was no way to tell if the guards were going past or not. They waited in silence for several minutes before May opened the door a silver and peeked out. "It's clear," she said. "Let's move."

"What are we going to do? I'm sure the guards are all looking for us."

"Just follow my lead."

And so Gwen did just that. They took the stairs down to the first floor and exited through the front as if the chase and fight never happened.

"Why isn't anyone following us?" Gwen asked as they made their way back to the car.

"I set it so that the security cameras would be turned off in another part of the building."

They both slipped into the car and Gwen laid her head against the headrest, letting out a deep breath. "So you sent them on a goose chase…clever."

"That's why Fury sent me with you. So what did you find?"

* * *

><p>Gwen pumped her legs as fast as they can go, her muscles burning as they stretched more than they normally did, her body screaming at her to stop. The buildings were a blur as she passed them, the only sounds being the wind whipping past her face and her sneakers hitting the pavement.<p>

Steve had given her a ten minute head start. They were racing from her apartment to Starbucks, the winner getting to choose what to do over the weekend and the loser having to go along with it. Gwen had already decided on what she'd choose if she won - a visit to an art museum. Granted she didn't know much about the art museums besides the Smithsonian, but she figured a quick google search would let her know. It would make Steve happy; seeing his face light up as he talked about art was like a victory in itself.

Gwen thought she was doing pretty well until she heard the soft thumping of tennis shows on the concrete, leading to Steve whooshing past her. "Oh come on!" she yelled at him, the smile on her face betraying the tone of her voice. She heard him laugh as he slowed down to a jog next to her.

"I gave you a head start and you're still slower than me!" he teased.

"Well excuse me Mr. Super Soldier, not everyone has lungs made of steel."

He laughed, his smile bright in the corner of Gwen's eye. "Y'know, there was a time where I couldn't run like this."

"Health problems, right?" asked Gwen. "My ex-girlfriend has asthma. When we'd do track in gym class she'd be doubling over most of the time. I didn't blame her. I wasn't the most athletic kid in school."

"So you were one of the smart ones?"

"Well, obviously. History, science, and math were my things. I could handle myself in everything else, but that didn't mean it was easy." Gwen came to a stop and put her hands on her knees, letting out short pants of breath. "Hey, can we just walk the rest of the way? Like I said, not the most athletic."

Steve obliged, though he cocked an eyebrow at her. "If you're not good at running then why'd you agree to run with me? And make it a competition, no less."

Gwen shrugged, hands on her hips as she and Steve walked side by side in the late June sun. "I dunno. I just like spending time with you." She glanced at him briefly and was pleased to see him turn bashful, his eyes down but his lips up.

"Well that's good. I'd hate to think you were just hanging out with me as community service."

Gwen immediately thought of how she only knew Steve was because Fury made her study him, but she pushed the sudden guilt away. "Community service? Because you're old?"

"I was actually thinking along the lines of war veteran, but thanks for that."

She threw her head back with laughter, feeling lighter with each step she took. God, she loved spending time with Steve. No one made her laugh like that. Sure, there were tons of other people that made her happy, but it was different with the man walking next to her. His presence made her forget her cynicism and negativity, made her forget all the bad things going on in her life. For the moment, it was just her and Steve.

* * *

><p><em>Like always, sorry for such a long delay. I've been having a lot of personal problems, so it took me a few months to write this. I hope it won't take that long again in the future. Hope you're still enjoying the story!<em>


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